Common use of Absolute owner Clause in Contracts

Absolute owner. (a) The Trustee, the Trust Manager, the Security Trustee, the Note Trustee and any Paying Agent may treat the registered holders of any Definitive Note as the absolute owner of that Definitive Note (whether or not that Definitive Note is overdue and despite any notation or notice of ownership or writing on it or any notice of previous loss or theft of it or trust or other interest in it) for the purpose of making payment and for all purposes and none of the Trustee, the Trust Manager, the Security Trustee, the Note Trustee or the Paying Agents is affected by any notice to the contrary. (b) So long as the Class A Notes, or any of them, are represented by a Book-Entry Note, the Trustee, the Trust Manager, the Note Trustee and any Paying Agent may treat the person for the time being shown in the records of the Clearing Agency as the holder of any Class A Note as the absolute owner of that Class A Note and the Trustee, the Trust Manager, the Note Trustee and the Paying Agents are not affected by any notice to the contrary, but without prejudice to the entitlement of the registered holder of the Book-Entry Note to be Note Trust Xxxx Xxxxx Xxxxx & Xxxxxxx -------------------------------------------------------------------------------- paid principal and interest on the Book-Entry Note in accordance with its terms. Such person shall have no claim directly against the Trustee in respect of payment due on the Class A Notes for so long as the Class A Notes are represented by a Book-Entry Note and the relevant obligations of the Trustee will be discharged by payment to the registered holder of the Book-Entry Note in respect of each amount so paid. (c) Any payments by the Trustee to the registered holder of a Book- Entry Note or to an owner of an Class A Note under this clause will be a good discharge to the Trustee. (d) All payments made to the owner of an Class A Note under this clause (or, in the case of a Book-Entry Note, to or to the order of the registered holder of that Book-Entry Note) shall be valid and, to the extent of the sums so paid, effective to satisfy and discharge the liability for the moneys payable upon those Class A Notes. (e) Any instalment of interest or principal, payable on any Class A Note which is punctually paid or duly provided for by the Trustee to the Paying Agent on the applicable Payment Date or Maturity Date shall be paid to the person in whose name such Class A Note is registered on the Record Date, by cheque mailed first-class, postage prepaid, to such person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to clause 3.3, with respect to Class A Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final instalment of principal payable with respect to such Class A Note on a Payment Date or Maturity Date and except for the redemption for any Class A Note called for redemption pursuant to Condition 5 which shall be payable as provided in paragraph (f). (f) The principal of each Class A Note shall be payable on each Payment Date and the Maturity Date as set forth in the Conditions. The Principal Paying Agent shall notify the person in whose name a Class A Note is registered at the close of business on the Record Date preceding the Payment Date on which the Trustee expects that the final instalment of principal of and interest on such Class A Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Maturity Date and shall specify that such final instalment will be payable only upon presentation and surrender of such Class A Note and shall specify the place where such Class A Note may be presented and surrendered for payment of such instalment. Notices in connection with redemptions of Class A Notes shall be mailed to the Class A Noteholders as provided in clause 31.4.

Absolute owner. (a) The Trustee, the Trust Manager, the Security Trustee, the Note Trustee and any Paying Agent may treat the registered holders of any Definitive Note as the absolute owner of that Definitive Note (whether or not that Definitive Note is overdue and despite any notation or notice of ownership to the contrary or writing on it or any notice of previous loss or theft of it or trust or other interest in it) for the purpose of making payment and for all purposes and none of the Trustee, the Trust Manager, the Security Trustee, the Note Trustee or the Paying Agents is affected by any notice to the contrary. (b) So long as the Class A Offshore Notes, or any of them, are represented by a Book-Entry Note, the Trustee, the Trust Manager, the Note Trustee and any Paying Agent may treat the person for the time being shown in the records of the relevant Clearing Agency as the holder of any Class A Offshore Note as the absolute owner of that Class A Offshore Note and the Trustee, the Trust Manager, the Note Trustee and the Paying Agents are not affected by any notice to the contrary, but without prejudice to the entitlement of the registered holder of the Book-Entry Note to be Note Trust Xxxx Xxxxx Xxxxx & Xxxxxxx -------------------------------------------------------------------------------- paid principal and interest on the Book-Entry Note in accordance with its terms. Such person Without limitation, notices to Offshore Noteholders may be given by: (i) in the case of the Class A-1 Noteholders, delivery of the relevant notice to the relevant Clearing Agency for the Class A-1 Notes as the holder of the relevant Class A-1 Notes for communication by them to entitled account holders in substitution for publication as required by the relevant Conditions; or (ii) in the case of the Class A-2 Noteholders, delivery of the relevant notice to Euroclear or Clearstream, Luxembourg for communication by them to entitled -------------------------------------------------------------------------------- Page 37 + Note Trust Deed Allens Arthur Robinsxx -------------------------------------------------------------------------------- account holders in substitution for publication as required by the relevant Conditions. (c) Provided the Trustee pays the relevant Noteholder in accordance with the Transaction Documents, such Noteholder shall have no claim directly against the Trustee, the Note Trustee or the Principal Paying Agent in respect of payment due on the Class A Offshore Notes for so long as the Class A Offshore Notes are represented by a Book-Book Entry Note and the relevant obligations of the Trustee will be discharged by payment to the registered holder of the Book-Book Entry Note in respect of each amount so paid. (c) Any payments by the Trustee to the registered holder of a Book- Entry Note or to an owner of an Class A Note under this clause will be a good discharge to the Trustee. (d) All payments made to any person treated as the owner of an Class A Offshore Note under this clause (or, in the case of a Book-Entry Note, to or to the order of the registered holder of that Book-Entry Note) shall be valid and, to the extent of the sums so paid, effective to satisfy and discharge the liability for the moneys payable upon those Class A Notesthat Offshore Note. (e) Any instalment of interest or principal, payable on any Class A Offshore Note which is punctually paid or duly provided for by the Trustee to the Paying Agent on the applicable Payment Date or Maturity Date shall be paid to the person in whose name such Class A Offshore Note is registered on the Record Date, by cheque mailed first-class, postage prepaid, to such person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to clause 3.33.3 or clause 3.4, with respect to Class A Offshore Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.the Common Depository), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final instalment of principal payable with respect to such Class A Offshore Note on a Payment Date or Maturity Date (and except for the redemption for any Class A Offshore Note called for redemption pursuant to the relevant Condition 5 which shall be payable as provided in paragraph (f). (f) The principal of each Class A Offshore Note shall be payable on each Payment Date and the Final Maturity Date as set forth in the relevant Conditions. The Principal Paying Agent shall notify the person in whose name a Class A an Offshore Note is registered at the close of business on the Record Date preceding the Payment Date Date, of the date on which the Trustee expects that the final instalment of principal of and interest on such Class A Offshore Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Final Maturity Date and shall specify that such final instalment will be payable only upon presentation and surrender of such Class A Offshore Note and shall specify the place where such Class A Offshore Note may be presented and surrendered for payment of such instalment. Notices in connection with redemptions of Class A Offshore Notes shall be mailed to the Class A Offshore Noteholders as provided in clause 31.426.1.

Absolute owner. (a) The Trustee, the Trust Manager, the Security Trustee, the Note Trustee and any Paying Agent may treat the registered holders holder of any Definitive US$ Note as the absolute owner of that Definitive Note (whether or not that Definitive Note is overdue and despite any notation or notice of ownership to the contrary or -------------------------------------------------------------------------------- Page 31 Note Trust Xxxx Xxxxxx Xxxxxx Xxxxxxxx -------------------------------------------------------------------------------- writing on it or any notice of previous loss or theft of it or trust or other interest in it) for the purpose of making payment and for all purposes and none of the Trustee, the Trust Manager, the Security Trustee, the Note Trustee or the any Paying Agents Agent is affected by any notice to the contrary. (b) So long as the Class A US$ Notes, or any of them, are represented by a Book-Entry Global Note, the Trustee, the Trust Manager, the Security Trustee, the Note Trustee and any Paying Agent may treat the person for the time being shown in the records of the relevant Clearing Agency as the holder of any Class A Note US$ Notes as the absolute owner of that Class A Note those US$ Notes and the Trustee, the Trust Manager, the Security Trustee, the Note Trustee and the Paying Agents are not affected by any notice to the contrary, but without prejudice to the entitlement of the registered holder of the Book-Entry a Class A Global Note, Class AB Global Note or a Class B Global Note to be Note Trust Xxxx Xxxxx Xxxxx & Xxxxxxx -------------------------------------------------------------------------------- paid principal and interest on the Book-Entry relevant Global Note in accordance with its terms. Such person Without limitation, notices to the US$ Noteholders may be given by delivery of the relevant notice to the relevant Clearing Agency as the holder of the US$ Notes for communication by them to entitled account holders. (c) Provided the Trustee, the Note Trustee or the Security Trustee (as the case may be) (or a Paying Agent on behalf of the Trustee, the Note Trustee, or the Security Trustee (as the case may be)) pays the registered holder of the Global Notes for the US$ Notes in accordance with the Transaction Documents, each Note Owner shall have no claim directly against the Trustee, the Note Trustee or the Security Trustee (as the case may be) in respect of payment due on the Class A any US$ Notes for so long as the Class A those US$ Notes are represented by a Book-Entry Note and the relevant obligations of the Trustee will be discharged by payment to the registered holder of the Book-Entry Note in respect of each amount so paid. (c) Any payments by the Trustee to the registered holder of a Book- Entry Note or to an owner of an Class A Note under this clause will be a good discharge to the TrusteeGlobal Note. (d) All Without limiting the preceding paragraphs of this clause 20.1, all payments made to the owner a Note Owner in respect of an Class A a US$ Note under this clause (or, in the case of a Book-Entry Class A Global Note, Class AB Global Note or a Class B Global Note, to or to the order of the registered holder of that Book-Entry Global Note) shall be valid and, to the extent of the sums so paid, effective to satisfy and discharge the liability for the moneys payable upon those Class A US$ Notes. (e) Any instalment of interest or principal, payable on any Class A Note which is punctually paid or duly provided for by the Trustee to the Paying Agent on the applicable Payment Date or Maturity Date shall be paid to the person in whose name such Class A Note is registered on the Record Date, by cheque mailed first-class, postage prepaid, to such person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to clause 3.3, with respect to Class A Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final instalment of principal payable with respect to such Class A Note on a Payment Date or Maturity Date and except for the redemption for any Class A Note called for redemption pursuant to Condition 5 which shall be payable as provided in paragraph (f). (f) The principal of each Class A Note shall be payable on each Payment Date and the Maturity Date as set forth in the Conditions. The Principal Paying Agent shall notify the person in whose name a Class A Note is registered at the close of business on the Record Date preceding the Payment Date on which the Trustee expects that the final instalment of principal of and interest on such Class A Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Maturity Date and shall specify that such final instalment will be payable only upon presentation and surrender of such Class A Note and shall specify the place where such Class A Note may be presented and surrendered for payment of such instalment. Notices in connection with redemptions of Class A Notes shall be mailed to the Class A Noteholders as provided in clause 31.4.

Absolute owner. (a) The Trustee, the Trust Manager, the Security Trustee, the Note Trustee and any Paying Agent may treat the registered holders of any Definitive Note as the absolute owner of that Definitive Note (whether or not that Definitive Note is overdue and despite any notation or notice of ownership or writing on it or any notice of previous loss or theft of it or trust or other interest in it) for the purpose of making payment and for all purposes and none of the Trustee, the Trust Manager, the Security Trustee, the Note Trustee or the Paying Agents is affected by any notice to the contrary. (b) So long as the Class A US$ Notes, or any of them, are represented by a Book-Entry Note, the Trustee, the Trust Manager, the Note Trustee and any Paying Agent may treat the person for the time being shown in the records of the Clearing Agency as the holder of any Class A US$ Note as the absolute owner of that Class A US$ Note and the Trustee, the Trust Manager, the Note Trustee and the Paying Agents are not affected by any notice to the contrary, but without prejudice to the entitlement of the registered holder of the Book-Entry Note to be Note Trust Xxxx Xxxxx Xxxxx & Xxxxxxx -------------------------------------------------------------------------------- paid principal and interest on the Book-Entry Note in accordance with its terms. Such person shall have no claim directly against the Trustee in respect of payment due on the Class A US$ Notes for so long as the Class A US$ Notes are represented by a Book-Entry Note and the relevant obligations of the Trustee will be discharged by payment to the registered holder of the Book-Entry Note in respect of each amount so paid. (c) Any payments by the Trustee to the registered holder of a Book- Book Entry Note or to an owner of an Class A a US$ Note under this clause will be a good discharge to the Trustee. (d) All payments made to the owner of an Class A a US$ Note under this clause (or, in the case of a Book-Entry Note, to or to the order of the registered holder of that Book-Entry Note) shall be valid and, to the extent of the sums so paid, effective to satisfy and discharge the liability for the moneys payable upon those Class A US$ Notes. (e) Any instalment of interest or principal, payable on any Class A US$ Note which is punctually paid or duly provided for by the Trustee to the Paying Agent on the applicable Payment Date or Maturity Date shall be paid to the person in whose name such Class A US$ Note is registered on the Record Date, by cheque mailed first-class, postage prepaid, to such person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to clause 3.3, with respect to Class A US$ Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final instalment of principal payable with respect to such Class A US$ Note on a Payment Date or -------------------------------------------------------------------------------- PAGE 37 NOTE TRUST DEED XXXXX XXXXX & XXXXXXX -------------------------------------------------------------------------------- Maturity Date (and except for the redemption for any Class A US$ Note called for redemption pursuant to Condition 5 which shall be payable as provided in paragraph (f)below. (f) The principal of each Class A US$ Note shall be payable on each Payment Date and the Maturity Date as set forth in the Conditions. The Principal Paying Agent shall notify the person in whose name a Class A US$ Note is registered at the close of business on the Record Date preceding the Payment Date on which the Trustee expects that the final instalment of principal of and interest on such Class A US$ Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Maturity Date and shall specify that such final instalment will be payable only upon presentation and surrender of such Class A US$ Note and shall specify the place where such Class A US$ Note may be presented and surrendered for payment of such instalment. Notices in connection with redemptions of Class A US$ Notes shall be mailed to the Class A US$ Noteholders as provided in clause 31.4.

Absolute owner. (a) The Trustee, the Trust Manager, the Security Trustee, the Note Trustee and any Paying Agent may treat the registered holders holder of any Definitive Class A Note as the absolute owner of that Definitive Note (whether or not that Definitive Note is overdue and despite any notation or notice of ownership to the contrary or writing on it or any notice of previous loss or theft of it or trust or other interest in it) for the purpose of making payment and for all purposes and none of the Trustee, the Trust Manager, the Security Trustee, the Note Trustee or the any Paying Agents Agent is affected by any notice to the contrary. (b) So long as the Class A Notes, or any of them, are represented by a Book-Entry Global Note, the Trustee, the Trust Manager, the Security Trustee, the Note Trustee and any Paying Agent may treat the person for the time being shown in the records of the relevant Clearing Agency as the holder of any Class A Note Notes as the absolute owner of that those Class A Note Notes and the Trustee, the Trust Manager, the Security Trustee, the Note Trustee and the Paying Agents are not affected by any notice to the contrary, but without prejudice to the entitlement of the registered holder of the Book-Entry a Global Note to be Note Trust Xxxx Xxxxx Xxxxx & Xxxxxxx -------------------------------------------------------------------------------- paid principal and interest on the Book-Entry Global Note in accordance with its terms. Such person Without limitation, notices to the Class A Noteholders may be given by delivery of the relevant notice to the relevant Clearing Agency as the holder of the Class A Notes for communication by them to entitled account holders. (c) Provided the Trustee, the Note Trustee or the Security Trustee (as the case may be) (or a Paying Agent on behalf of the Trustee, the Note Trustee, or the Security Trustee (as the case may be)) pays the registered holder of the Global Notes for the Class A Notes in accordance with the Transaction Documents, each Note Owner shall have no claim directly against the Trustee, the Note Trustee or the Security Trustee (as the case may be) in respect of payment due on the any Class A Notes for so long as the those Class A Notes are represented by a Book-Entry Note and the relevant obligations of the Trustee will be discharged by payment to the registered holder of the Book-Entry Note in respect of each amount so paid. (c) Any payments by the Trustee to the registered holder of a Book- Entry Note or to an owner of an Class A Note under this clause will be a good discharge to the TrusteeGlobal Note. (d) All Without limiting the preceding paragraphs of this clause 20.1, all payments made to the owner a Note Owner in respect of an a Class A Note under this clause (or, in the case of a Book-Entry Global Note, to or to the order of the registered holder of that Book-Entry Global Note) shall be valid and, to the extent of the sums so paid, effective to satisfy and discharge the liability for the moneys payable upon those Class A Notes. (e) Any instalment of interest or principal, payable on any Class A Note which is punctually paid or duly provided for by the Trustee to the Paying Agent on the applicable Payment Date or Maturity Date shall be paid to the person in whose name such Class A Note is registered on the Record Date, by cheque mailed first-class, postage prepaid, to such person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to clause 3.3, with respect to Class A Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final instalment of principal payable with respect to such Class A Note on a Payment Date or Maturity Date and except for the redemption for any Class A Note called for redemption pursuant to Condition 5 which shall be payable as provided in paragraph (f). (f) The principal of each Class A Note shall be payable on each Payment Date and the Maturity Date as set forth in the Conditions. The Principal Paying Agent shall notify the person in whose name a Class A Note is registered at the close of business on the Record Date preceding the Payment Date on which the Trustee expects that the final instalment of principal of and interest on such Class A Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Maturity Date and shall specify that such final instalment will be payable only upon presentation and surrender of such Class A Note and shall specify the place where such Class A Note may be presented and surrendered for payment of such instalment. Notices in connection with redemptions of Class A Notes shall be mailed to the Class A Noteholders as provided in clause 31.4.

Absolute owner. (a) The Trustee, the Trust Manager, the Security Trustee, the Note Trustee and any Paying Agent may treat the registered holders or bearer of any Definitive Note as the absolute owner of that Definitive Note (whether or not that Definitive Note is overdue and despite any notation or notice of ownership or writing on it or any notice of previous loss or theft of it or trust or other interest in it) for the purpose of making payment and for all purposes and none of the Trustee, the Trust Manager, the Security Trustee, the Note Trustee or the Paying Agents is affected by any notice to the contrary. (b) So long as the Class A Offshore Notes, or any of them, are represented by a Book-Entry Note, the Trustee, the Trust Manager, the Note Trustee and any Paying Agent may treat the person for the time being shown in the records of the Clearing -------------------------------------------------------------------------------- Page 31 -------------------------------------------------------------------------------- Agency as the holder of any Class A Offshore Note as the absolute owner of that Class A Offshore Note and the Trustee, the Trust Manager, the Note Trustee and the Paying Agents are not affected by any notice to the contrary, but without prejudice to the entitlement of the registered holder of the Book-Entry Note to be Note Trust Xxxx Xxxxx Xxxxx & Xxxxxxx -------------------------------------------------------------------------------- paid principal and interest on the Book-Entry Note in accordance with its terms. Such person shall have no claim directly against the Trustee in respect of payment due on the Class A Offshore Notes for so long as the Class A Offshore Notes are represented by a Book-Entry Note and the relevant obligations of the Trustee will be discharged by payment to the registered holder of the Book-Entry Note in respect of each amount so paid. (c) Any payments by the Trustee to the registered holder of a Book- Entry Note or to an owner of an Class A Note under this clause will be a good discharge to the Trustee. (d) All payments made to the owner of an Class A Offshore Note under this clause (or, in the case of a Book-Entry Note, to or to the order of the registered holder of that Book-Entry Note) shall be valid and, to the extent of the sums so paid, effective to satisfy and discharge the liability for the moneys payable upon those Class A Offshore Notes. (ed) Any instalment of interest or principal, payable on any Class A Offshore Note which is punctually paid or duly provided for by the Trustee to the Paying Agent on the applicable Payment Date or Maturity Date shall be paid to the person in whose name such Class A Offshore Note is registered on the Record Date, by cheque mailed first-class, postage prepaid, to such person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to clause 3.3, with respect to Class A Offshore Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final instalment of principal payable with respect to such Class A Offshore Note on a Payment Date or Maturity Date (and except for the redemption for any Class A Offshore Note called for redemption pursuant to Condition 5 which shall be payable as provided in paragraph (f)below. (fe) The principal of each Class A Note shall be payable on each Payment Date and the Maturity Date as set forth in the Conditions. The Principal Paying Agent Note Trustee shall notify the person in whose name a Class A an Offshore Note is registered at the close of business on the Record Date preceding the Payment Date on which the Trustee expects that the final instalment of principal of and interest on such Class A Offshore Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Final Maturity Date and shall specify that such final instalment will be payable only upon presentation and surrender of such Class A Offshore Note and shall specify the place where such Class A Offshore Note may be presented and surrendered for payment of such instalment. Notices in connection with redemptions of Class A Offshore Notes shall be mailed to the Class A Noteholders as provided in clause 31.4.