GUARANTEED BY. EXHIBIT A-6 ----------- FORM OF CLASS B NOTE -------------------- UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE INDENTURE TRUSTEE, THE REGISTRAR OR ANY AGENT THEREOF FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. THE PURCHASER OR HOLDER OF THIS NOTE OR ANY INTEREST HEREIN WILL BE DEEMED TO HAVE REPRESENTED THAT EITHER (I) IT IS NOT, AND IS NOT PURCHASING THIS NOTE ON BEHALF OF, AS A FIDUCIARY OF, OR WITH "PLAN ASSETS" (WITHIN THE MEANING OF SECTION 2510.3-101 OF THE U.S. DEPARTMENT OF LABOR REGULATIONS (THE "PLAN ASSET REGULATION")) OF, AN "EMPLOYEE BENEFIT PLAN" (AS DEFINED IN SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA")), A "PLAN" (WITHIN THE MEANING OF SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986 (THE "CODE")) OR ANY OTHER ENTITY WHOSE UNDERLYING ASSETS INCLUDE PLAN ASSETS BY REASON OF ANY PLAN'S INVESTMENT IN THE ENTITY, WHICH IS SUBJECT TO TITLE I OF ERISA OR SECTION 4975 OF THE CODE (A "PLAN"), OR (II)(A) THIS NOTE IS RATED INVESTMENT GRADE OR BETTER AS OF THE DATE OF PURCHASE, (B) THE PURCHASER OR HOLDER OF THE NOTE BELIEVES THAT THE NOTE IS PROPERLY TREATED AS INDEBTEDNESS WITHOUT SUBSTANTIAL EQUITY FEATURES FOR PURPOSES OF THE PLAN ASSET REGULATION AND AGREES TO SO TREAT SUCH NOTE AND (C) THE ACQUISITION AND HOLDING OF THE NOTE DO NOT RESULT IN A VIOLATION OF THE PROHIBITED TRANSACTION RULES OF ERISA OR SECTION 4975 OF THE CODE (X) BECAUSE IT IS COVERED BY AN APPLICABLE EXEMPTION, INCLUDING PROHIBITED TRANSACTION CLASS EXEMPTION 96-23, 95-60, 91-38, 90-1 OR 84-14, OR (Y) BY REASON OF THE TRUST, THE ADMINISTRATOR, THE BACK-UP ADMINISTRATOR, THE UNDERWRITERS, THE SERVICER, THE INDENTURE TRUSTEE, THE OWNER TRUSTEE, THE GRANTOR TRUSTEE, ANY PROVIDER OF CREDIT SUPPORT OR ANY OF THEIR AFFILIATES NOT BEING A "PARTY IN INTEREST" (WITHIN THE MEANING OF SECTION 3(14) OF ERISA) WITH RESPECT TO SUCH PLAN. THE NATIONAL COLLEGIATE STUDENT LOAN TRUST 2004-2 STUDENT LOAN ASSET BACKED LIBOR RATE NOTES C...
GUARANTEED BY. Firm or Bank Authorized Signature Signatures must be guaranteed by a participant in the Securities Transfer Agents Medallion Program ("STAMP") or such other guarantee program in addition to, or in substitution for, STAMP, as may be accepted by the Trustee.
GUARANTEED BY. Firm or Bank Authorized Signature -------------------------------------------------------------------------------- Signatures must be guaranteed by a participant in the Securities Transfer Agents Medallion Program ("STAMP") or such other guarantee program in addition to, or in substitution for, STAMP, as may be accepted by the Trustee. --------------------------------------------------------------------------------
GUARANTEED BY. (All signatures must be guaranteed by a member of a Signature Guarantee Medallion Program.) EXHIBIT C FORM OF TRANSFEREE LETTER [letterhead of Transferee] Date: JLA Funding Corporation II 00000 Xxxxxxx Xxxxxxxxx - Xxxxx 000 Xxx Xxxxx, Xxxxxxxxxx 00000 LTCB Trust Company, as Trustee 000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: JLA Funding Corporation II -------------------------- Dear Sirs: We are the transferee in a private sale or other transfer from ___________ (the "Transferor") of $_________________ in aggregate original principal amount of Floating Rate Asset-Backed Notes, Class A (the "Class A Notes"), and $_________________ in aggregate original principal amount of Floating Rate Asset-Backed Notes, Class B (the "Class B Notes" and, collectively with the Class A Notes, the "Notes") issued by JLA Funding Corporation II (the "Company"), pursuant to the Indenture, dated as of August 15, 1997 (as may be amended from time to time, the "Indenture"), among the Company, JLA Credit Corporation and LTCB Trust Company, as Trustee (the "Trustee") . Capitalized terms used and not otherwise defined herein have the meanings specified in the Indenture. In connection with our acquisition of the Notes, we hereby represent, warrant, certify and agree as follows:
GUARANTEED BY. Mr. Authorized Officer ---------------------- Signature of Authorized Officer President of XYZ Bank --------------------- Printed Name/Title of Officer o The signature(s) should correspond exactly (including fiduciary or other --------- titles) with the name(s) appearing in the account registration or printed on ------------ the account statement or certificate. o To be acceptable, the guarantee must include the signature of a duly authorized officer or principal of the institution, signing in his or her --------- official capacity. The name and title of the officer or principal must be ----------------- printed beneath his or her signature. o If the guaranteeing institution does not use a signature guarantee stamp, the ------------------- institution's official seal must be affixed next to the signature language described in the example above.
GUARANTEED BY. NOTICE: The signature(s) to this Firm or Bank assignment must correspond with the name(s) as written upon the face of the Certificate in every particular, without alteration or enlargement or any change ----------------------------------- whatever. Authorized Signature Signature(s) must be guaranteed by a member or participant of the Securities Transfer Agents Medallion Program (STAMP), Stock Exchanges Medallion Program (SEMP) or New York Stock Exchange, Inc. Medallion Signature Program (MSP).
GUARANTEED BY. WARRANT PURCHASE FORM (TO BE SIGNED ONLY UPON ASSIGNMENT OF WARRANT) To: VALLEY INDEPENDENT BANK 1498 Xxxx Xxxxxx Xx Xxxxxx, Xxxxxxxxxx 00000 The undersigned hereby irrevocably elect(s) to exercise the right of purchase represented by the within Warrant for, and to purchase thereunder, ____________ shares of the Bank's Common Stock, and request(s) that certificates for such shares be issued in the name of: Please print name and address: ----------------------------------------------------------------------------- ----------------------------------------------------------------------------- ----------------------------------------------------------------------------- Please provide Social Security of Federal Tax I.S. No.: ----------------------------------------------------------------------------- and, if said number of shares shall not be all the shares purchasable thereunder, that a new Warrant for the balance remaining of the whole number of shares purchasable under the within Warrant be registered in the name of the undersigned Holder or assignee as indicted below and delivered to the address stated below. DATED: --------------------------- Address: ----------------------------------------------------------------------------- ----------------------------------------------------------------------------- ----------------------------------------------------------------------------- Signature of Record Holder or Assignee ----------------------------------------------------------------------------- Signature of Record Holder or Assignee NOTE: The above signature(s) must correspond with the name(s) as written upon the face of this Warrant in every particular, without alteration or enlargement or any change whatsoever, unless this Warrant has been assigned.
GUARANTEED BY. (All signatures must be guaranteed by a guarantor institution participating in the Securities Transfer Agents Medallion Program or in such other guarantee program acceptable to the Trustee.) SCHEDULE A SCHEDULE OF EXCHANGES OF INTERESTS IN THE GLOBAL SECURITY(1) The following exchanges of a part of this Global Security for an interest in another Global Security or for Securities in certificated form, have been made: Principal amount of Amount of decrease Amount of Increase this Global Signature or in Principal amount in Principal amount Security following authorized signatory of this Global of this Global such decrease of Trustee or Note Date of Exchange Security Security or increase Custodian XXXXXXX X-0 FORM OF RESTRICTED SECURITIES LEGEND THIS SECURITY AND THE COMMON STOCK, ISSUABLE UPON CONVERSION OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE ACQUIRER:
GUARANTEED BY. Signature guarantee should be made by an eligible guarantor institution pursuant to S.E.C. Rule 17Ad-15 ----------------------------------------------- NOTICE: The signature to this assignment must correspond with the name of the Registered Owner as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever. FORM OF SERIES 1997B BOND Registered No. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA WATER SYSTEM REFUNDING REVENUE BOND (CHAPARRAL CITY WATER COMPANY PROJECT) SERIES 1997B REGISTERED OWNER: CEDE & CO., as nominee of The Depository CUSIP: Trust Company PRINCIPAL AMOUNT: DOLLARS INTEREST PAYMENT DATES: June 1 and December 1, commencing June 1, 1998 INTEREST RATE PER ANNUM:________% MATURITY DATE: December 1, ____ DATE OF THIS BOND: December 1, 1997 The Industrial Development Authority of the County of Maricopa (the "Issuer"), for value received, promises to cause to be paid to the Registered Owner of this Bond, or registered assigns, but solely from the money to be provided under the Agreement (defined below), upon presentation and surrender hereof, in lawful money of the United States of America, the Principal Amount on the Maturity Date, unless paid earlier as provided below, with interest from the most recent Interest Payment Date to which interest has been paid or duly provided for or, if no interest has been paid, from the Date of this Bond, until paid in full at the Interest Rate, payable on each Interest Payment Date. THE BONDS AND THE INTEREST THEREON ARE SPECIAL LIMITED OBLIGATIONS OF THE ISSUER PAYABLE EXCLUSIVELY FROM REVENUES AND RECEIPTS UNDER THE AGREEMENT. THE BONDS DO NOT CONSTITUTE A DEBT OR A LOAN OF CREDIT OR A PLEDGE OF THE FULL FAITH AND CREDIT OR TAXING POWER OF THE ISSUER, MARICOPA COUNTY, OR OF THE STATE OF ARIZONA, OR OF ANY POLITICAL SUBDIVISION THEREOF, WITHIN THE MEANING OF ANY STATE CONSTITUTIONAL PROVISION OR STATUTORY LIMITATION AND SHALL NEVER CONSTITUTE NOR GIVE RISE TO A PECUNIARY LIABILITY OF THE STATE OF ARIZONA OR MARICOPA COUNTY, ARIZONA. THE BONDS SHALL NOT CONSTITUTE, DIRECTLY OR INDIRECTLY, OR CONTINGENTLY OBLIGATE OR OTHERWISE CONSTITUTE A GENERAL OBLIGATION OF OR A CHARGE AGAINST THE GENERAL CREDIT OF THE STATE OF ARIZONA, MARICOPA COUNTY, ARIZONA, OR THE ISSUER, BUT SHALL BE A SPECIAL LIMITED OBLIGATION OF THE ISSUER PAYABLE SOLELY FROM THE SOURCES DESCRIBED HEREIN AND IN THE AGREEMENT, BUT NOT OTHERWISE. THE ISSUER HAS NO TAXING...
GUARANTEED BY. Signature guarantee should be made by an eligible guarantor institution pursuant to S.E.C. Rule 17Ad-15 ----------------------------------------------- NOTICE: The signature to this assignment must correspond with the name of the Registered Owner as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever.
