TWO THE NOTES Sample Clauses

TWO THE NOTES. Section 2.01.
Sample 1Sample 2Sample 3See All (15)
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TWO THE NOTES. 9 Section 2.01 Form.....................................................................................9 Section 2.02 Execution, Authentication and Delivery...................................................9 Section 2.03
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TWO THE NOTES. 31 SECTION 2.01. Amount of Notes....................................................................... 31 SECTION 2.02. Form and Dating....................................................................... 32 SECTION 2.03. Execution and Authentication.......................................................... 32 SECTION 2.04. Registrar and Paying Agent............................................................ 33 SECTION 2.05. Paying Agent To Hold Money in Trust................................................... 34 SECTION 2.06. Holder Lists.......................................................................... 34 SECTION 2.07. Transfer and Exchange................................................................. 34 SECTION 2.08. Replacement Notes..................................................................... 35 SECTION 2.09. Outstanding Notes..................................................................... 35 SECTION 2.10. Treasury Notes........................................................................ 36 SECTION 2.11. Temporary Notes....................................................................... 36 SECTION 2.12. Cancellation.......................................................................... 36 SECTION 2.13. Defaulted Interest.................................................................... 36 SECTION 2.14. CUSIP Number.......................................................................... 37 SECTION 2.15. Deposit of Moneys..................................................................... 37 SECTION 2.16. Book-Entry Provisions for Global Notes................................................ 37 SECTION 2.17. Special Transfer Provisions........................................................... 39 SECTION 2.18. Computation of Interest............................................................... 41 ARTICLE THREE REDEMPTION............................................................................ 41
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TWO THE NOTES. Section 2.01. Form 9 Section 2.02. Execution, Authentication and Delivery.......................................................9 Section 2.03. Temporary Notes.............................................................................10 Section 2.04. Registration, Registration of Transfer and Exchange.........................................10 Section 2.05. Xxxxxxxxx, Xxxxxxxxx, Lost or Stolen Notes..................................................11 Section 2.06. Persons Deemed Owner........................................................................12 Section 2.07. Payment of Principal and Interest, Defaulted Interest.......................................12 Section 2.08. Cancellation................................................................................13 Section 2.09. Book-Entry Notes............................................................................14 Section 2.10. Notices to Clearing Agency..................................................................14 Section 2.11. Definitive Notes............................................................................14 Section 2.12. Release of Collateral.......................................................................15 Section 2.13. Tax Treatment...............................................................................15 Section 2.14.
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TWO THE NOTES. Section 2.1 Form and Dating...................................... 18 Section 2.2 Execution and Authentication......................... 20 Section 2.3 Registrar and Paying Agent........................... 20 Section 2.4 Holders to Be Treated as Owners; Payments of Interest 21 Section 2.5 Paying Agent to Hold Money in Trust.................. 22 Section 2.6 Holder Lists......................................... 22 Section 2.7 Transfer and Exchange................................ 22 Section 2.8 Replacement Notes.................................... 30 Section 2.9
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TWO THE NOTES. SECTION 2.1. Title of the Securities.........................................................13 SECTION 2.2. Limitation on Aggregate Principal Amount........................................13 SECTION 2.3. Interest and Interest Rates; Maturity Date of Notes.............................13 SECTION 2.4. Limitations on Incurrence of Debt...............................................14 SECTION 2.5. Optional Redemption.............................................................16 SECTION 2.6. Places of Payment...............................................................16 SECTION 2.7.
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TWO THE NOTES. Section 2.01 Notes. 14 Section 2.02 Requirements for Initial Creation of Notes. 14 Section 2.03 Creation and Issuance in Series. 15 Section 2.04 Execution, Certification and Delivery. 16
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TWO THE NOTES. 26 SECTION 2.1. Form and Dating................................................26 SECTION 2.2. Execution and Authentication; Aggregate Principal Amount.......26 SECTION 2.3. Registrar and Paying Agent.....................................27 SECTION 2.4. Paying Agent To Hold Assets in Trust...........................28 SECTION 2.5. Noteholder Lists...............................................28 SECTION 2.6. [Intentionally Omitted]........................................28 SECTION 2.7. Replacement Notes..............................................28 SECTION 2.8. Outstanding Notes..............................................29 SECTION 2.9.
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TWO THE NOTES. 20 SECTION 2.01.
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Related to TWO THE NOTES

  • Payment of the Notes Not later than 10:00 a.m. (New York City time) on each due date of the principal of, premium, if any, and interest on any Notes, the Company shall deposit with the Paying Agent money in immediately available funds sufficient to pay such principal, redemption payments, premium, if any, and interest so becoming due. All the payments must be in U.S. Dollars.

  • Form of the Notes The Notes and the Trustee’s certificate of authentication to be borne by such Notes shall be substantially in the form set forth in Exhibit A hereto. The terms and provisions contained in the form of Notes attached as Exhibit A hereto shall constitute, and are hereby expressly made, a part of this Indenture and, to the extent applicable, the Issuer, the Guarantor and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. Any of the Notes may have such letters, numbers or other marks of identification and such notations, legends, endorsements or changes as the officers executing the same may approve (execution thereof to be conclusive evidence of such approval) and as are not inconsistent with the provisions of this Indenture, or as may be required by the custodian for the Global Notes or the Depositary or as may be required for the Notes to be tradable on any market developed for trading of securities pursuant to Rule 144A or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any securities exchange or automated quotation system on which the Notes may be listed, or to conform to usage, or to indicate any special limitations or restrictions to which any particular Notes are subject. So long as the Notes are eligible for book-entry settlement with the Depositary, or unless otherwise required by law, or otherwise contemplated by Section 2.08(b), all of the Notes shall initially be evidenced by one or more Notes in global form registered in the name of the Depositary or the nominee of the Depositary (the “Global Notes”). The transfer and exchange of beneficial interests in any such Global Notes shall be effected through the Depositary in accordance with this Indenture and the applicable procedures of the Depositary. Global Notes shall bear the Global Notes Legend. Except as provided in Section 2.08(b), beneficial owners of a Global Note shall not be entitled to have certificates registered in their names, shall not receive or be entitled to receive physical delivery of certificates in definitive registered form and shall not be considered Holders of such Global Note. Any Global Notes shall represent such of the outstanding Notes as shall be specified therein and shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be increased or reduced on the books and records of the Depositary and Trustee to reflect repurchases, conversions, transfers or exchanges permitted hereby. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the custodian for the Global Note, at the direction of the Trustee, in such manner and upon instructions given by the Holder of such Notes in accordance with this Indenture. Payment of principal of and any interest on any Global Notes shall be made to the Depositary in immediately available funds.

  • Sale of the Notes (a) Except as contemplated by the second following sentence, each Note Holder agrees that it will not sell, assign, transfer, pledge, syndicate, hypothecate, contribute, encumber or otherwise dispose of all or any portion of its respective Note (a “Transfer”) except to a Qualified Institutional Lender in accordance with the terms of this Agreement. Promptly after the Transfer (other than a Transfer to a Securitization Trust), the non-transferring Note Holder(s) shall be provided with (x) a representation from a transferee or the applicable Note Holder certifying that such transferee is a Qualified Institutional Lender (except in the case of a Transfer in accordance with the immediately following sentence) and (y) a copy of the assignment and assumption agreement referred to in Section 15. If a Note Holder intends to Transfer its respective Note, or any portion thereof, to an entity that is not a Qualified Institutional Lender, it must first (a) obtain the consent of each non-transferring Note Holder and (b) if such non-transferring Note Holder’s Note is held in a Securitization Trust, obtain a Rating Agency Confirmation from each Rating Agency then rating the securities of such Securitization Trust. Notwithstanding the foregoing, without the non-transferring Note Holder’s prior consent (which will not be unreasonably withheld), and, if such non-transferring Note Holder’s Note is held in a Securitization Trust, until a Rating Agency Confirmation is obtained, no Note Holder shall Transfer all or any portion of its Note (or a participation interest in such Note) to a Borrower Party and any such Transfer made without the prior consent of the non-transferring Note Holder and Rating Agency Confirmation (if such non-transferring Note Holder’s Note is held in a Securitization Trust), shall be absolutely null and void and shall vest no rights in the purported transferee; provided that for the avoidance of doubt, transfers of any securities backed by a Note held in a Securitization Trust will not be subject to the foregoing requirement and such transfers shall be governed by the terms of the Lead Securitization Servicing Agreement or any related Non-Lead Securitization Servicing Agreement, as applicable. The transferring Note Holder agrees that it shall pay the expenses of the non-transferring Note Holder (including all expenses of the Master Servicer, the Special Servicer, the Trustee and any Controlling Note Holder or Controlling Note Holder Representative) and all expenses relating to any Rating Agency Confirmation in connection with any such Transfer. Notwithstanding the foregoing, each Note Holder shall have the right, without the need to obtain the consent of the other Note Holder or of any other Person or having to provide any Rating Agency Confirmation, to Transfer 49% or less (in the aggregate) of its beneficial interest in a Note. None of the provisions of this Section 14(a) shall apply in the case of (1) a sale of all of the Notes together, in accordance with the terms and conditions of the Lead Securitization Servicing Agreement or (2) a transfer by the Special Servicer, in accordance with the terms and conditions of the Lead Securitization Servicing Agreement, of the Mortgage Loan or the Mortgaged Property, upon the Mortgage Loan becoming a Defaulted Loan to a single member limited liability or limited partnership, 100% of the equity interest in which is owned directly or indirectly, through one or more single member limited liability companies or limited partnerships, by the Lead Securitization Trust.

  • Prepayment of the Notes In addition to the payment of the entire unpaid principal amount of the Notes at the final maturity thereof, the Company may make optional prepayments in respect of the Notes as hereinafter provided.

  • Terms of the Notes The following terms relating to the Notes are hereby established:

  • Redemption of the Notes SECTION 3.01.

  • Payment for the Notes Payment for the Notes shall be made at the Closing Date by wire transfer of immediately available funds to the order of the Company. It is understood that the Representatives have been authorized, for their own accounts and for the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price for, the Notes that the Underwriters have agreed to purchase. The Representatives may (but shall not be obligated to) make payment for any Notes to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

  • Status of the Notes The Notes and any relative Receipts and Coupons are direct, unconditional, unsubordinated and (subject to the provisions of Condition 4) unsecured obligations of the Issuer and rank pari passu among themselves and (save for certain obligations required to be preferred by law) equally with all other unsecured obligations (other than subordinated obligations, if any) of the Issuer, from time to time outstanding.

  • Principal Payments on the Notes On each Payment Date prior to the Maturity Date or the Early Redemption Date, Xxxxxxx Mac (or its agent, the Global Agent) will pay principal on each Class of Original Notes (in each case without regard to any exchanges of Exchangeable Notes for MAC Notes) in reduction of its Class Principal Balance in an amount equal to the portion of the Senior Reduction Amount and/or Subordinate Reduction Amount, as applicable, allocated to reduce the Class Notional Amount of the Corresponding Class of Reference Tranche on such Payment Date pursuant to Sections 3.03 (d) and (e) above. If on the Maturity Date or any Payment Date a Class of MAC Notes that is entitled to principal is outstanding, all principal amounts that are payable by Xxxxxxx Mac on Exchangeable Notes that were exchanged for such MAC Notes (or any MAC Notes further exchanged for such MAC Notes pursuant to Combination 2, 3, 4 or 5) will be allocated to and payable on such MAC Notes in accordance with the exchange proportions applicable to the related Combination. The Interest Only MAC Notes are not entitled to receive payments of principal.

  • Optional Redemption of the Notes (a) The Master Servicer shall have the option to redeem the Notes in whole, but not in part, on any Payment Date on or after the Payment Date on which the aggregate Stated Principal Balance of the Mortgage Loans as of the end of the prior Due Period is less than or equal to [___]% of the aggregate Stated Principal Balance of the Mortgage Loans as of Cut-off Date. The aggregate redemption price for the Notes will be equal to the greater of (i) the Stated Principal Balance of the Mortgage Loans and the appraised value of any REO Properties, such appraisal to be conducted by an Independent appraiser mutually agreed upon by the Master Servicer and the Indenture Trustee in their reasonable discretion and (ii) the fair market value of the Mortgage Loans and the REO Properties (as determined by the Master Servicer and, to the extent that a Class of Class A Notes or a Class of Mezzanine Notes will not receive all amounts owed to it as a result of the redemption, the Indenture Trustee (it being understood and agreed that any determination by the Indenture Trustee shall be made solely in reliance on an appraisal by an Independent appraiser as provided above), in each case plus accrued and unpaid interest thereon at the weighted average of the Mortgage Rates through the end of the Due Period preceding the final Payment Date plus unreimbursed Servicing Advances, P&I Advances, any unpaid Servicing Fees allocable to such Mortgage Loans and REO Properties and any accrued and unpaid Basis Risk Shortfalls (the "Redemption Price"); provided, however, that the Master Servicer will not be permitted to redeem the Notes unless the Redemption Price is sufficient to retire the Note Balance of the remaining Notes to zero. If the determination of the fair market value of the Mortgage Loans and REO Properties shall be required to be made by the Master Servicer and an Independent appraiser as provided above, (A) such appraisal shall be obtained at no expense to the Indenture Trustee and (B) the Indenture Trustee may conclusively rely on, and shall be protected in relying on, such appraisal.

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