Trustee's Certificate. On or as soon as practicable after each Record Date as of which Receivables shall be assigned to the Depositor or the Servicer pursuant to Section 10.14, the Trustee shall execute a Trustee's Certificate, based on the information contained in the Servicer's Certificate for the related Collection Period, amounts deposited to the Collection Account and notices received pursuant to this Agreement, identifying the Receivables repurchased by the Depositor pursuant to Section 3.02 or purchased by the Servicer pursuant to Section 4.07 or Section 11.02 during such Collection Period, and shall deliver such Trustee's Certificate, accompanied by a copy of the Servicer's Certificate for such Collection Period, to the Depositor or the Servicer, as applicable. The Trustee's Certificate submitted with respect to such Distribution Date shall operate, as of such Distribution Date, as an assignment, without recourse, representation or warranty, to the Depositor or the Servicer, as applicable, of all the Trustee's right, title and interest in and to any such Repurchased Receivable and to the other property conveyed to the Trust with respect thereto, and all security and documents relating thereto, such assignment being an assignment outright and not for security.
Trustee's Certificate. As soon as practicable after each Deposit Date on which Receivables shall be assigned to Seller pursuant to Section 2.4 or 10.2 or to Servicer pursuant to Section 3.7, as applicable, Trustee shall execute a certificate, prepared by Servicer, including its date and the date of the Agreement, and accompanied by a copy of Servicer’s Report for the related Collection Period. Trustee’s certificate shall operate, as of such Deposit Date, as an assignment pursuant to Section 9.4.
Trustee's Certificate. On or as soon as practicable after each Distribution Date on which Receivables shall be (i) assigned to UAC pursuant to Section 7.02 or deemed to be assigned to the Depositor as a result of the application of Available Funds in respect of Defaulted Receivables pursuant to Sections 9.04 and 9.05 or (ii) assigned to the Servicer pursuant to Section 8.07 or to the Class IC Certificateholder pursuant to Section 16.02, the Trustee shall, at the written request of the Servicer, execute a Trustee's Certificate, substantially in the form of, in the case of an assignment to UAC, Exhibit 1, or, in the case of an assignment to the Servicer, Exhibit 2, based on the information contained in the Servicer's Certificate for the related Collection Period, amounts deposited to the Certificate Account, and notices received pursuant to this Agreement, identifying the Receivables repurchased or deemed to be repurchased by UAC pursuant to Section 7.02 or 9.02 or purchased by the Servicer pursuant to Section 8.07 or 16.02 during such Collection Period, and shall deliver such Trustee's Certificate, accompanied by a copy of the Servicer's Certificate for such Collection Period to UAC or the Servicer, as the case may be. The Trustee's Certificate shall be an assignment pursuant to Section 15.03.
Trustee's Certificate. On or as soon as practicable after each date on which the Servicer or Issuer acquires Removed Receivables, the Trustee, upon receipt of written notice of such acquisition, shall submit to the Servicer or the Issuer, as applicable, a Trustee's Certificate (substantially in the form attached hereto as Exhibit B), identifying the acquirer and the Receivables so acquired, executed by the Trustee and completed as to its date and the date of this Agreement, and accompanied by a copy of the Monthly Servicer Report and the Servicer's Remittance Date Certificate for the related Collection Period. The Trustee's Certificate submitted with respect to such Payment Date shall operate, as of such Payment Date, as an assignment without recourse, representation or warranty, to the Issuer or the Servicer, as the case may be, of all the Trustee's right, title and interest in and to such Removed Receivable and to the other property conveyed to the Trust Estate pursuant to Section 2.01 with respect to such Removed Receivable, and all security and documents relating thereto, such assignment being an assignment outright and not for security.
Trustee's Certificate. This Note is one of the 8% Senior Unsecured Convertible Notes due May ___, 2024 referred to in the Indenture within mentioned. Dated: May ___, 2019. ODYSSEY TRUST COMPANY By: Name: Title: FORM OF TRANSFER FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto ______________________, whose address and social insurance number, if applicable, are set forth below, this Note (or $ principal amount hereof*) of SUNDIAL GROWERS INC. (the “Corporation”) standing in the name(s) of the undersigned in the register maintained by the Corporation with respect to such Note and does hereby irrevocably authorize and direct the Trustee to transfer such Note in such register, with full power of substitution in the premises. Dated: Address of Transferee: (Xxxxxx Xxxxxxx, Xxxx, Xxxxxxxx and Postal Code) Social Insurance Number of Transferee, if applicable: * If less than the full principal amount of the Note is to be transferred, indicate in the space provided the principal amount (which must be $1,000 or an integral multiple thereof, unless you hold an Note in a non-integral multiple of $1,000 by reason of your having exercised your right to exchange pursuant to your election to pursue the Liquidity Event Purchase Option, in which case such Note is transferable only in its entirety) to be transferred. If the transfer is on behalf of a U.S. Person or to a U.S. Person, the undersigned hereby represents, warrants and certifies that (one (only) of the following must be checked): the undersigned holder is a QIB Holder and hereby represents, warrants and certifies that (A) the transfer is being made to the Corporation; or (B) the transfer is being made outside the United States in accordance with Rule 904 of Regulation S under the U.S. Securities Act of 1933, as amended (the “1933 Act”), in circumstances where Rule 905 of Regulation S under the 1933 Act does not apply, and in compliance with any applicable local securities laws and regulations; or the undersigned holder is not a QIB Holder and hereby represents, warrants and certifies that (A) the transfer is being made to the Corporation; (B) the transfer is being made outside the United States in accordance with Rule 904 of Regulation S under the 1933 Act, in circumstances where Rule 905 of Regulation S under the 1933 Act does not apply, and in compliance with any applicable local securities laws and regulations (C) in compliance with the exemption from registration under the 1933 Act provided by Rule 144 und...
Trustee's Certificate. 70 SECTION 10.3 TRUSTEE'S ASSIGNMENT OF PURCHASED RECEIVABLES......................... 71 SECTION 10.4
Trustee's Certificate. A customary authorization and incumbency certificate dated prior to the Closing Date, signed by authorized officers of the Trustee in form and substance acceptable to the Underwriter, Underwriter’s Counsel and Bond Counsel.
Trustee's Certificate. As soon as practicable after each Transfer Date on which Receivables shall be assigned to the Depositor pursuant to Section 2.3 or 11.2, as applicable, or to the Servicer pursuant to Section 3.7, the Trustee shall execute a certificate, prepared by the Servicer, substantially in the form of Exhibit E hereto, including its date and the date of the Agreement, and accompanied by a copy of the Servicer's Certificate for the related Collection Period. The Trustee's certificate shall operate, as of such Transfer Date, as an assignment pursuant to Section 10.4.
Trustee's Certificate. A certificate of the Trustee, dated the date of Closing, in form and substance acceptable to counsel for the Underwriter, to the following effect:
Trustee's Certificate. A certificate, dated the Closing Date, signed by an authorized officer of the Trustee, in form and substance satisfactory to the Representative, Underwriters’ Counsel and Bond Counsel, to the effect that (i) the Trustee is a national banking association formed under the laws of the United States and is authorized thereunder to transact the business of banking and exercise of fiduciary powers, as described in the Trustee Documents (as hereinafter defined),
