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Common use of Mutilated, Destroyed, Lost or Stolen Notes Clause in Contracts

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 124 contracts

Samples: Indenture (Toyota Auto Receivables 2025-a Owner Trust), Indenture Agreement (Toyota Auto Receivables 2025-a Owner Trust), Indenture (Toyota Auto Receivables 2024-D Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide protected purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note under this SectionSection 2.05, the Issuer may require payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide protected purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Note issued pursuant to this Section 2.05 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 47 contracts

Samples: Indenture (Nissan Auto Receivables 2024-B Owner Trust), Indenture (Nissan Auto Receivables 2024-B Owner Trust), Indenture (Nissan Auto Receivables 2024-a Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaserRegistrar, the Issuer shall execute, execute and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for therefor, a new Note of the same tenor and denomination, registered in the same manner, dated the date of its authentication and bearing a number not contemporaneously outstanding. If there shall be delivered to the Issuer, the Indenture Trustee and the Note Registrar (i) evidence to their satisfaction of the destruction (including mutilation tantamount to destruction), loss or theft of any Note and the ownership thereof and (ii) such security or indemnity as may be reasonably required by them to hold each of them, and any agent of any of them harmless, then, in the absence of notice received by the Issuer or a Trust Officer that such Note has been acquired by a Protected Purchaser, the Issuer shall execute and the Indenture Trustee shall authenticate and deliver, in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note of the same Classtenor and denomination registered in the same manner, dated the date of its authentication and bearing a number not contemporaneously outstanding. In connection with Upon the issuance of any new Note under this SectionSection 2.05, the Issuer Indenture Trustee and the Note Registrar may require the payment by the Holder of such Note of a sum an amount sufficient to cover pay or discharge any tax or other governmental charge that may be imposed in relation thereto. Ifthereto and any other reasonable expenses, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewithbut no service charge. Every replacement new Note issued pursuant to this Section 2.05 in replacement lieu of any destroyed, mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the destroyed, mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyonethe Holder thereof, and such new Note shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawfulpermitted by applicable law) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 16 contracts

Samples: Master Transaction Agreement (Emergent Capital, Inc.), Master Transaction Agreement (Emergent Capital, Inc.), Master Transaction Agreement (Emergent Capital, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any a mutilated Note is surrendered to the Indenture Registrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee shall authenticate a replacement Note if the requirements of Section 8-405 of the New York Uniform Commercial Code are met and the Holder satisfies any other reasonable requirements of the Trustee. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee, or the Indenture Trustee receives evidence to its satisfaction Paying Agent, the Registrar and any co-registrar from any loss which any of the destructionthem may suffer if a Note is replaced, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, thenand, in the absence of notice to the IssuerCompany, the Note Registrar Guarantor or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Company shall execute, execute and upon its request Company Order the Indenture Trustee shall authenticate and delivermake available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Note, a replacement Note of the same Classpay such Note. In connection with Upon the issuance of any new Note under this SectionSection 2.07, the Issuer Company may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after thereto and any other expenses (including the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser fees and expenses of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such paymentTrustee) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerCompany, the Guarantor (if applicable) and any other obligor upon the Notes, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 14 contracts

Samples: Indenture (Bungeltd), Indenture (Bungeltd), Indenture Agreement (Bunge Limited Finance Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer Trust, the Owner Trustee, the Note Insurer and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Owner Trustee on behalf of the Trust, acting at the direction of the Certificateholders, shall execute, execute and upon its request delivery of a Trust Request the Indenture Trustee Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee Note Registrar, shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer Trust, the Owner Trustee, the Note Insurer or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Trust may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section 2.07, the Note Registrar, may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Trust, the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerTrust, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 11 contracts

Samples: Indenture (Prudential Securities Secured Financing Corp), Indenture (Prudential Securities Secured Financing Corp), Indenture (Morgan Stanley Abs Capital I Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer Issuer, the Note Insurer and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, Issuer or the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Owner Trustee on behalf of the Issuer shall execute, execute and upon its request the Indenture Trustee Note Registrar shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee Note Registrar shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Issuer may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section, the Issuer or the Note Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 10 contracts

Samples: Indenture (Wachovia Mortgage Loan Trust, LLC), Indenture (Wachovia Mortgage Loan Trust, LLC), Indenture (Wachovia Asset Funding Trust, LLC)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture TrusteeNote Registrar, or the applicable Issuers shall execute and the Indenture Trustee receives shall cause to be authenticated and delivered, in exchange therefor, a new Note of the same Series, Class and principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the applicable Issuers, the Indenture Trustee and the Note Registrar (i) evidence to its their satisfaction of the destruction (including mutilation tantamount to destruction), loss or theft of any NoteNote and the ownership thereof, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be reasonably required by it them to hold the Issuer each of them and the Indenture Trustee any of their agents harmless, then, in the absence of notice to the Issuer, applicable Issuers or the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer applicable Issuers shall execute, execute and upon its request the Indenture Trustee shall authenticate cause to be authenticated and deliverdelivered, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note of the same Series, Class, tenor and denomination registered in the same manner, dated the date of its authentication and bearing a number not contemporaneously outstanding. In connection with Upon the issuance of any new Note under this SectionSection 2.07, the Issuer applicable Issuers, the Indenture Trustee and the Note Registrar may require the payment by the Holder Noteholder of such Note of a sum an amount sufficient to cover pay or discharge any tax or other governmental charge that may be imposed in relation thereto. If, after thereto and any other reasonable expenses (including the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser reasonable fees and expenses of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer Authenticating Agent and the Indenture Trustee shall be entitled to recover such replacement Note (or such paymentTrustee) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any destroyed, mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerIssuers, whether or not the destroyed, mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyoneany Person, and such new Note shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same its Class and Series duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawfulpermitted by applicable law) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 9 contracts

Samples: Master Indenture, Master Indenture (STORE CAPITAL Corp), Master Indenture (Spirit MTA REIT)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer Trust, the Owner Trustee, the Note Insurer and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Owner Trustee on behalf of the Trust, acting at the direction of the Certificateholders, shall execute, execute and upon its request delivery of a Trust Request the Indenture Trustee Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee note Registrar, shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer Trust, the Owner Trustee, the Note Insurer or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost, or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Trust may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section 2.07, the Note Registrar, may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Trust, the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerTrust, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 9 contracts

Samples: Indenture (Accredited Mortgage Loan Trust 2004-2), Indenture (Accredited Home Lenders Inc Mortgage Loan Trust 2004-1), Indenture (Accredited Mortgage Loan Trust 2003-3)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer Issuing Entity, the Owner Trustee and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Owner Trustee on behalf of the Issuing Entity, acting at the direction of the Certificateholders, shall execute, execute and upon its request delivery of a Trust Request the Indenture Trustee Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee note Registrar, shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer Issuing Entity, the Owner Trustee or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost, or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Issuing Entity may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section 2.07, the Note Registrar, may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Issuing Entity, the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerIssuing Entity, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 7 contracts

Samples: Indenture (NovaStar Certificates Financing LLC), Indenture (Accredited Mortgage Loan REIT Trust), Indenture (NovaStar Certificates Financing CORP)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture TrusteeNote Registrar, or the applicable Issuers shall execute and the Indenture Trustee receives shall cause to be authenticated and delivered, in exchange therefor, a new Note of the same Series, Class and principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the applicable Issuers, the Indenture Trustee and the Note Registrar (i) evidence to its their satisfaction of the destruction (including mutilation tantamount to destruction), loss or theft of any NoteNote and the ownership thereof, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be reasonably required by it them to hold the Issuer each of them and the Indenture Trustee any of their agents harmless, then, in the absence of notice to the Issuer, applicable Issuers or the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer applicable Issuers shall execute, execute and upon its request the Indenture Trustee shall authenticate cause to be authenticated and deliverdelivered, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note of the same Series, Class, tenor and denomination registered in the same manner, dated the date of its authentication and bearing a number not contemporaneously outstanding. In connection with Upon the issuance of any new Note under this SectionSection 2.07, the Issuer applicable Issuers, the Indenture Trustee and the Note Registrar may require the payment by the Holder Noteholder of such Note of a sum an amount sufficient to cover pay or discharge any tax or other governmental charge that may be imposed in relation thereto. If, after thereto and any other reasonable expenses (including the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser reasonable fees and expenses of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer Authenticating Agent and the Indenture Trustee shall be entitled to recover such replacement Note (or such paymentTrustee) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any destroyed, mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerIssuers, whether or not the destroyed, mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyoneany Person, and such new Note shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same its Class and Series duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawfulpermitted by Applicable Law) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 5 contracts

Samples: Master Indenture (FrontView REIT, Inc.), Master Indenture (American Finance Trust, Inc), Master Indenture (Essential Properties Realty Trust, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any a mutilated Note is surrendered to the Indenture TrusteeRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Indenture Issuer shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and shall authenticate a replacement Note if such Holder (iia) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold satisfies the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar has not registered a transfer prior to receiving such notification, (b) makes such request to the Issuer and the Trustee prior to the Note being acquired by a bona fide purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, protected purchaser as defined in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note Section 8-303 of the same Class. In connection with Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the issuance of any new Note under this SectionTrustee or the Issuer; provided, the Issuer may require payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. Ifhowever, if after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide protected purchaser of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Trustee and/or the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Such Holder shall furnish an indemnity bond sufficient in the judgment of the (i) Trustee to protect the Trustee and (ii) the Issuer to protect the Issuer, the Trustee, the Paying Agent and the Registrar, from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Issuer, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Issuer shall execute, and upon receipt of an Issuer Order, the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Issuer in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.11, the Issuer may require that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Trustee) in connection therewith. Subject to the proviso in the initial paragraph of this Section 2.11, every new Note issued pursuant to this Section 2.11, in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, any Guarantor (if applicable) and any other obligor upon the Notes, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.11 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 5 contracts

Samples: Indenture (Surgery Partners, Inc.), Indenture (Surgery Partners, Inc.), Indenture (Surgery Partners, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to shall become mutilated, destroyed, lost or stolen, the Indenture TrusteeIssuer shall, or upon the Indenture Trustee receives evidence to its satisfaction written request of the Noteholder thereof and presentation of the Note or satisfactory evidence of destruction, loss or theft thereof to the Trustee or Registrar and a confirmation by the Registrar to the Trustee that such Noteholder (or Beneficial Holder of any Note, the Beneficial Interest therein) has executed and (ii) there is delivered to the Indenture Registrar a Confidentiality Agreement, issue, and the Trustee shall authenticate and the Trustee or Registrar shall deliver in exchange therefor or in replacement thereof, a new Note, payable to such Noteholder in the same principal amount, of the same maturity, with the same payment schedule, bearing the same interest rate and dated the date of its authentication. If the Note being replaced has become mutilated, such Note shall be surrendered to the Trustee or the Registrar and forwarded to the Issuer by the Trustee or such Registrar. If the Note being replaced has been destroyed, lost or stolen, the Noteholder thereof shall furnish to the Issuer, the Trustee and the Registrar (a) such security or indemnity as may be required by it to hold the Issuer Issuer, the Trustee and the Indenture Trustee harmless, then, in the absence Registrar to save each of notice them harmless (an unsecured indemnity from any QIB being satisfactory security or indemnity) and (b) evidence satisfactory to the Issuer, the Note Trustee and the Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note under this Sectiondestruction, the Issuer may require payment by the Holder loss or theft of such Note and of a sum sufficient the ownership thereof (an affidavit from any QIB being satisfactory evidence). The Noteholders will be required to cover pay any tax Tax or other governmental charge that may be imposed in relation thereto. If, after connection with such exchange or replacement and any other expenses (including the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser fees and expenses of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer Trustee and the Indenture Trustee shall be entitled to recover such replacement Note (or such paymentRegistrar) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection connected therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 4 contracts

Samples: Indenture (Supernus Pharmaceuticals Inc), Indenture (Insite Vision Inc), Indenture (PDL Biopharma, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee [and the Securities Insurer] such security or indemnity as may reasonably be required by it them to hold the Issuer Issuer[, the Securities Insurer] and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, an Authorized Officer of the Owner Trustee or the Administrator on behalf of the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note Note; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of the same Class. In connection with the issuance of any new Note under this Sectionissuing a replacement Note, the Issuer may require payment by pay such destroyed, lost or stolen Note when so due or payable or upon the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretoRedemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer Issuer[, the Securities Insurer] and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom which it was delivered or any Person taking such replacement Note from such Person to whom which such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer Issuer[, the Securities Insurer] or the Indenture Trustee in connection therewith. Upon the issuance of any replacement Note under this Section 2.04, the Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee) connected therewith. Every replacement Note issued pursuant to this Section 2.04 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.04 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 4 contracts

Samples: Mortgage Loan Trust Indenture (Hsi Asset Securitization Corp), Indenture Agreement (Hsi Asset Securitization Corp), Indenture Agreement (Bcap LLC)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (i) any mutilated Note is surrendered to the Indenture Trustee, Trustee or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee and the Note Insurer such security or indemnity as may be required by it the Indenture Trustee or the Note Insurer to hold each of the Issuer Owner Trustee, the Note Insurer and the Indenture Trustee harmless, then, in the absence of actual notice to the Issuer, the Note Registrar Owner Trustee or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Owner Trustee shall execute, and upon its request the Indenture Trustee shall authenticate and deliverdeliver upon Issuer Order, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same tenor and Class, and Original Principal Balance bearing a number not contemporaneously Outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note shall have become subject to receipt of payment in full, instead of issuing a new Note, the Indenture Trustee may make a payment with respect to such Note without surrender thereof, except that any mutilated Note shall be surrendered. In If, after the delivery of such new Note or payment with respect to a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such new Note was issued presents for receipt of payments such original Note, the Owner Trustee and the Indenture Trustee shall be entitled to recover such new Note (or such payment) from the Person to whom it was delivered or any Person taking such new Note from such Person, except a bona fide purchaser, and each of the Owner Trustee, the Indenture Trustee and the Note Insurer shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage or cost incurred by the Owner Trustee or the Indenture Trustee or the Note Insurer in connection with therewith. (b) Upon the issuance of any new Note under this Section, the Issuer Owner Trustee or the Indenture Trustee may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note . (or such paymentc) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement new Note issued pursuant to this Section 2.08 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerOwner Trustee, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. . (d) The provisions of this Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of with respect to mutilated, destroyed, lost or stolen Notes.

Appears in 4 contracts

Samples: Indenture (Capital One Auto Receivables Trust 2001-B), Indenture (Capital One Auto Receivables LLC), Indenture (Capital One Auto Finance Trust 2002-A)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer Trust, the Owner Trustee and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Owner Trustee on behalf of the Trust, acting at the direction of the Certificateholders, shall execute, execute and upon its request delivery of a Trust Request the Indenture Trustee Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee note Registrar, shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer Trust, the Owner Trustee or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost, or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Trust may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section 2.07, the Note Registrar, may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Trust, the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerTrust, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 4 contracts

Samples: Indenture (Accredited Mortgage Loan Trust 2005-1), Indenture (Accredited Mortgage Loan Trust 2004-4), Indenture (Accredited Mortgage Loan Trust 2005-2)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold each of the Issuer Issuer, the Note Insurer and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, Issuer or the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, an Authorized Officer of the Issuer Owner Trustee shall execute, execute and upon its request the Indenture Trustee Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee Note Registrar shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer, the Note Insurer or the Note Registrar in connection therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Issuer may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section, the Issuer or the Note Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee in connection Trustee, the Note Registrar and the Authenticating Agent) connected therewith. Every replacement new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 3 contracts

Samples: Indenture (Residential Asset Funding Corp), Indenture (Residential Asset Funding Corp), Indenture (Residential Asset Funding Corp)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchasershall become mutilated, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, a new Note of like tenor, interest rate, maturity and denomination in exchange and substitution for the Note so mutilated, but only upon surrender to the Issuer of such mutilated Note for cancellation, and each of the Issuer and the Trustee may require indemnity therefor reasonably satisfactory to it. If any Note shall be reported lost, stolen or in lieu destroyed, evidence as to the ownership and the loss, theft or destruction thereof shall be submitted to the Trustee. If such evidence shall be satisfactory to both the Trustee and the Issuer and indemnity satisfactory to both shall be given, the Issuer shall execute, and thereupon the Trustee shall authenticate and deliver, a new Note of like tenor, interest rate, maturity and denomination. The cost of providing any substitute Note under the provisions of Section 2.8 (Replacement Notes) of the Indenture shall be borne by the Holder for whose benefit such substitute Note is provided. If any such mutilated, destroyedlost, lost stolen or stolen Notedestroyed Note shall have matured or be about to mature, a replacement Note the Issuer may, with the consent of the same Class. In connection Trustee, pay to the Holder thereof the principal amount of such Note upon the maturity thereof and compliance with the aforesaid conditions by such Holder, without the issuance of any new a substitute Note under this Sectiontherefor, the Issuer may require payment by and likewise pay to the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser amount of the original unpaid interest, if any, which would have been paid on a substitute Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note had one been issued. (or such paymentb) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement substitute Note issued pursuant to this Section in replacement 2.8 (Replacement Notes) of any mutilated, destroyed, lost or stolen Note the Indenture shall constitute an original additional contractual obligation of the Issuer, whether or not the Note alleged to have been mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this the Indenture equally and proportionately proportionally with any and all other Notes of the same Class duly issued hereunder. The under the Indenture. (c) All Notes shall be held and owned upon the express condition that the foregoing provisions of this Section are exclusive and shall preclude (are, to the extent lawful) all other rights and remedies permitted by Applicable Law, exclusive with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes, and shall preclude any and all other rights and remedies with respect thereto.

Appears in 3 contracts

Samples: Indenture, Indenture, Indenture

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Issuing Entity, the Owner Trustee and the Note Registrar such security or indemnity as may be required by it to hold the Issuer Issuing Entity, the Owner Trustee and the Indenture Note Registrar to save each of the Issuing Entity, the Owner Trustee and the Note Registrar harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Owner Trustee on behalf of the Issuing Entity, shall execute, execute and upon its request delivery of a Trust Request the Indenture Trustee Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee Issuing Entity, shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and the Issuing Entity, the Owner Trustee and the Note Registrar shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer Issuing Entity, the Owner Trustee or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost, or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Issuing Entity may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section 2.07, the Note Registrar, may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Issuing Entity, the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerIssuing Entity, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 3 contracts

Samples: Indenture (NovaStar Certificates Financing CORP), Indenture (NovaStar Certificates Financing CORP), Indenture (NovaStar Mortgage Funding Trust, Series 2006-1)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it them to hold the Issuer and the Indenture Trustee harmlessTrustee, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its written request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance ; PROVIDED, HOWEVER, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of any new Note under this Sectionissuing a replacement Note, the Issuer may require payment by pay such destroyed, lost or stolen Note when so due or payable or upon the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretoRedemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer Issuer, and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Upon the issuance of any replacement Note under this Section, the Issuer or the Indenture Trustee may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee or the Note Registrar) connected therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or of stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Samples: Indenture (Heller Funding Corp), Indenture (Newcourt Receivables Corp Ii)

Mutilated, Destroyed, Lost or Stolen Notes. If If (i1) any mutilated Note is surrendered to the Indenture Trustee, Trustee or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee such security or indemnity as may be required by it the Trustee to hold save each of the Trustee and the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar Issuer or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its request direction the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance , tenor and aggregate initial principal amount bearing a number not contemporaneously outstanding; PROVIDED, HOWEVER, that if any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of any issuing a new Note under this SectionNote, the Issuer may require payment by the Holder of pay such Note of a sum sufficient to cover without surrender thereof, except that any tax or other governmental charge that may mutilated Note shall be imposed in relation theretosurrendered. If, after the delivery of such replacement new Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement new Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement new Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Upon the issuance of any new Note under this Section, the Issuer may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Trustee) connected therewith. Except to the extent provided in the first paragraph of this Section 2.08, every new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately proportionately, to the extent provided herein, with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Samples: Indenture (Mid State Trust Vi), Indenture (Mid State Trust Vi)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture TrusteeNote Registrar, or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, Issuer or the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute, and upon its request an Issuer Order the Indenture Trustee Note Registrar shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance ; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within 15 days shall be due and payable, or shall have been called for redemption, instead of any new Note under this Sectionissuing a replacement Note, the Issuer may require payment by pay such destroyed, lost or stolen Note when so due or payable or upon the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretoRedemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee Note Registrar shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Note Registrar in connection therewith. Upon the issuance of any replacement Note under this Section, the Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee in connection and the Note Registrar) connected therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Samples: Indenture (SSB Vehicle Securities Inc), Indenture (SSB Vehicle Securities Inc SSB Auto Loan Trust 2002-1)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer Issuer, the Owner Trustee and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Owner Trustee on behalf of the Issuer, acting at the direction of the Certificateholders, shall execute, execute and upon its request delivery of a Trust Request the Indenture Trustee Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee note Registrar, shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer Issuer, the Owner Trustee or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost, or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Issuer may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section 2.07, the Note Registrar, may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Issuer, the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Samples: Indenture (Accredited Mortgage Loan Trust 2005-3), Indenture (Accredited Mortgage Loan Trust 2005-4)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Trustee or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee to save each of the Indenture Trustee and the Issuer harmless, then, in the absence of notice to the Issuer, the Note Registrar Issuer or the Indenture Trustee that such Note has been acquired by a bona fide protected purchaser, the Issuer shall execute, execute and upon its request direction the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance , tenor and aggregate initial principal amount bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of any issuing a new Note under this SectionNote, the Issuer may require payment by the Holder of pay such Note of a sum sufficient to cover without surrender thereof, except that any tax or other governmental charge that may mutilated Note shall be imposed in relation theretosurrendered. If, after the delivery of such replacement new Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide protected purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement new Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement new Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Upon the issuance of any new Note under this Section, the Issuer may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee) connected therewith. Except to the extent provided in the first paragraph of this Section 2.08, every new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately proportionately, to the extent provided herein, with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Samples: Indenture (Mid State Homes Trust Xi), Indenture (Mid State Capital Corp)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (i) any a mutilated Note is surrendered to the Indenture Registrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Issuer shall execute and upon Issuer Order the Trustee shall authenticate a replacement Note if, as determined by the Issuer, the requirements of Section 8-405 of the Uniform Commercial Code are met and the Holder satisfies any other reasonable requirements of the Trustee, . If required by the Trustee or the Indenture Trustee receives evidence to its satisfaction Issuer, such Holder shall furnish an affidavit of loss and indemnity bond sufficient in the destruction, loss or theft judgment of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmlessto protect the Issuer, thenthe Trustee, the Paying Agent, the Registrar and any co-Registrar from any loss that any of them may suffer if a Note is replaced, and, in the absence of notice to the Issuer, the Note Registrar Issuer or the Indenture Trustee that such Note has been acquired by a bona fide protected purchaser, the Issuer shall execute, execute and upon its request Issuer Order the Indenture Trustee shall authenticate and delivermake available for delivery, in exchange for any such mutilated Note or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note of the same Class. In connection with like tenor and principal amount, bearing a number not contemporaneously Outstanding. (b) Upon the issuance of any new Note under this SectionSection 2.9, the Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. Ifthereto and any other expenses (including the fees and expenses of the Trustee) in connection therewith. (c) Every new Note issued pursuant to this Section 2.9 in exchange for any mutilated Note, after the delivery or in lieu of such replacement Note or payment of a any destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, any Note Guarantor and any other obligor upon the Notes, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Samples: Indenture (Vitro Sa De Cv), Indenture (Vitro Sa De Cv)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance tenor, aggregate initial principal amount and Class bearing a number not contemporaneously outstanding; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within 15 days shall be due and payable, instead of any new Note under this Sectionissuing a replacement Note, the Issuer may require payment by the Holder of pay such destroyed, lost or stolen Note of a sum sufficient to cover any tax when so due or other governmental charge that may be imposed in relation theretopayable. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Upon the issuance of any replacement Note under this Section, the Issuer may require the payment by the Noteholder thereof of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the indenture Trustee) connected therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all anyone in accordance with the benefits provisions of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunderapplicable Terms Supplement. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Samples: Indenture (Crestar Bank /Va), Indenture (Crestar Bank /Va)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any a mutilated Note is surrendered to the Indenture TrusteeRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee shall authenticate a replacement Note if the requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) satisfies the Company or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar has not registered a transfer prior to receiving such notification, (b) makes such request to the Company or Trustee prior to the Note being acquired by a bona fide purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, protected purchaser as defined in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note Section 8-303 of the same Class. In connection with Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the issuance of any new Note under this SectionTrustee; provided, the Issuer may require payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. Ifhowever, if after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide protected purchaser of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer and Trustee or the Indenture Trustee Company shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer Company or the Indenture Trustee in connection therewith. Every replacement If required by the Trustee or the Company, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee, the Paying Agent and the Registrar from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Company, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Company shall execute, and upon receipt of a Company Order the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.10, the Company may require that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Trustee) in connection therewith. Subject to the proviso in the initial paragraph of this Section 2.10, every new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerCompany, any Guarantor (if applicable) and any other obligor upon the Notes, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.10 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Samples: Indenture (Edgen Group Inc.), Indenture (Edgen Murray II, L.P.)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer Trust, the Note Insurer and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Owner Trustee on behalf of the Trust shall execute, execute and upon its request the Indenture Trustee Note Registrar shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee Note Registrar, shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer Trust or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Trust may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section 2.07, the Note Registrar, may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Trust, the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerTrust, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Samples: Indenture (Prudential Securities Secured Financing Corp), Indenture (Prudential Securities Secured Financing Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If any Note is mutilated, destroyed, lost or stolen, Nonaffiliated Partner Trustee shall, upon the written request of the relevant Holder, issue and execute, and Indenture Trustee shall authenticate and deliver to the relevant Holder in replacement thereof, a new Note of the same date of original issue and having the same Payment Dates, Debt Rate and Maturity Date, payable to the same Holder in the same principal amount and dated the same date as the Note so mutilated, destroyed, lost or stolen. If the Note being replaced has become mutilated, such Note shall be surrendered to Indenture Trustee. If the Note being replaced has been destroyed, lost or stolen, the relevant Holder shall furnish to Nonaffiliated Partner Trustee and Indenture Trustee (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it them to hold the Issuer save Nonaffiliated Partner Trustee and the Indenture Trustee harmlessharmless and (ii) evidence satisfactory to Nonaffiliated Partner Trustee and Indenture Trustee of the destruction, thenloss or theft of such Note and of the ownership thereof. If the original Holder or such other Person that is an institutional investor is the owner of any such destroyed, in lost or stolen Note, then the absence affidavit of notice the President, any Vice President, Assistant Vice President, Treasurer or Secretary of the original Holder or such other Person setting forth the fact of destruction, loss or theft and of its ownership of the Note, at the time thereof, shall be accepted as satisfactory evidence thereof, and no indemnity shall be required as a condition to the Issuerexecution and delivery of a new Note other than the written agreement of such original Holder or other Person reasonably satisfactory to Nonaffiliated Partner Trustee and Indenture Trustee to indemnify (including for any costs and expenses, including reasonable attorneys' fees) Nonaffiliated Partner Trustee and Indenture Trustee for any claims or actions against them resulting from the issuance of such new Note Registrar or the reappearance of the old Note. Each Note issued pursuant to this Section 2.6 shall bear a notation by Indenture Trustee that such Note has been acquired by a bona fide purchaser, of (a) the Issuer shall executeaggregate amounts of principal of, and upon its request the Indenture Trustee shall authenticate and deliverPremium, in exchange for or in lieu of any if any, on, such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of that were paid to any new Note under this Section, the Issuer may require payment by the Holder of such Note of a sum sufficient to cover thereof at any tax or other governmental charge that may be imposed in relation thereto. If, after time before the delivery of such replacement new Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser of and (b) the original Note in lieu of date to which interest on such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether had been paid to any Holder thereof at or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (prior to the extent lawful) all other rights and remedies with respect to the replacement or payment time of mutilated, destroyed, lost or stolen Notessuch delivery.

Appears in 1 contract

Samples: Trust Indenture and Security Agreement (Bj Services Co)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Trustee or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, Note and (ii2) there is delivered to the Indenture Trustee such security or indemnity as may be required by it the Trustee [and the Insurer] to hold save the Issuer [and the Indenture Insurer] and the Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar Issuer or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Sectiontenor, the Issuer may require payment by the Holder of such Note of aggregate initial principal amount and Class bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer or the Indenture Trustee in connection therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Issuer may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section, the Issuer may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Trustee) connected therewith. Every replacement new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Merrill Lynch Mortgage Investors Inc)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (i) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer Trust, the Owner Trustee, the Note Insurer and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Owner Trustee on behalf of the Trust, acting at the direction of the Certificateholders, shall execute, execute and upon its request delivery of a Trust Request the Indenture Trustee Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee Note Registrar, shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer Trust, the Owner Trustee, the Note Insurer or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Trust may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. (b) Upon the issuance of any new Note under this Section 2.07, the Note Registrar, may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Trust, the Indenture Trustee or the Note Registrar) connected therewith. (c) Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerTrust, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. . (d) The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (American Business Financial Services Inc /De/)

Mutilated, Destroyed, Lost or Stolen Notes. If If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or written indemnity as may be required by it the Note Registrar to hold save each of the Issuer Issuer, [the Note Insurer] and the Indenture Trustee harmlessNote Registrar harmless (provided that no security shall be required for any indemnity from any institutional investor whose long- term debt is rated investment grade by any of the Rating Agencies), then, in the absence of notice to the Issuer, Issuer or the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, and provided that the Issuer requirements of Section 8-405 of the relevant Uniform Commercial Code have been met, the Owner Trustee shall execute, execute and upon its request the Indenture Trustee Note Registrar shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Classtenor and aggregate initial principal amount bearing a number not contemporaneously outstanding. In If, after the delivery of such new Note, a bona fide purchaser of the original Note in lieu of which such new Note was issued presents for payment such original Note, the Issuer and the Note Registrar shall be entitled to recover such new Note from the person to whom it was delivered or any person taking therefrom, except a bona fide purchaser, and shall be entitled to recover upon the written indemnity provided therefor to the extent of any loss, damage, cost or expenses incurred by the Issuer or the Note Registrar in connection with therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Issuer may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section, the Issuer or the Note Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after thereto and any other reasonable expenses (including the delivery fees and expenses of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (National Mortgage Securities Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any a mutilated Note is surrendered to the Indenture Registrar or if the Holder claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee shall authenticate a replacement Note if the requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) notifies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar has not registered a transfer prior to receiving such notification, (b) makes such request to the Company or the Trustee prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Trustee. If required by the Trustee or the Company, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer Paying Agent and the Indenture Trustee harmlessRegistrar from any loss which any of them may suffer if a Note is replaced, thenand, in the absence of notice to the IssuerCompany, the Note Registrar any Subsidiary Guarantor or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Company shall executeexecute and, and upon its request receipt of a Company Order, the Indenture Trustee shall authenticate and delivermake available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Note, a replacement Note of the same Classpay such Note. In connection with Upon the issuance of any new Note under this Section, the Issuer Company may require payment by the that such Holder of such Note of pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after thereto and any other expenses (including the delivery fees and expenses of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser counsel and of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such paymentTrustee) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerCompany, any Subsidiary Guarantor (if applicable) and any other obligor upon the Notes, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Conexant Systems Inc)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (i) any mutilated Note is surrendered to the Indenture Trustee, Trustee or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee and the Note Insurer such security or indemnity as may be required by it the Indenture Trustee or the Note Insurer to hold each of the Issuer Issuer, the Note Insurer and the Indenture Trustee harmless, then, in the absence of actual notice to the Issuer, the Note Registrar Issuer or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliverdeliver upon Issuer Order, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same tenor and Class, and Original Principal Balance bearing a number not contemporaneously Outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note shall have become subject to receipt of payment in full, instead of issuing a new Note, the Indenture Trustee may make a payment with respect to such Note without surrender thereof, except that any mutilated Note shall be surrendered. In If, after the delivery of such new Note or payment with 48 2003-A Indenture respect to a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such new Note was issued presents for receipt of payments such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such new Note (or such payment) from the Person to whom it was delivered or any Person taking such new Note from such Person, except a bona fide purchaser, and each of the Issuer, the Indenture Trustee and the Note Insurer shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage or cost incurred by the Issuer, the Indenture Trustee or the Note Insurer in connection with therewith. (b) Upon the issuance of any new Note under this Section, the Issuer or the Indenture Trustee may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note . (or such paymentc) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement new Note issued pursuant to this Section 2.08 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. . (d) The provisions of this Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of with respect to mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Capital One Auto Receivables LLC)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any NoteNote (PROVIDED, that an Institutional Investor that is a Noteholder, or the nominee of which is a Noteholder, may provide its own written evidence of such destruction, loss or theft and such written evidence shall be deemed satisfactory evidence for such purpose), and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmlessharmless (PROVIDED, that if the Noteholder is, or is a nominee for, an Institutional Investor with a claims-paying ability or long-term debt rating of at least investment grade or its equivalent, then an unsecured agreement of indemnity by such Institutional Investor shall be deemed satisfactory indemnity for such purpose), then, in the absence of notice to the Issuer, the Note Registrar Issuer or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its the Issuer's request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance a like aggregate principal amount; PROVIDED, HOWEVER, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable in full, or shall have been called for redemption, instead of any new Note under this Sectionissuing a replacement Note, the Issuer may require make payment by to the Holder Noteholder of such destroyed, lost or stolen Note of a sum sufficient to cover any tax when so due or other governmental charge that may be imposed in relation thereto. payable or upon the redemption date, if applicable, without surrender thereof. (b) If, after the delivery of such a replacement Note or payment in respect of a destroyed, lost or stolen NoteNote pursuant to subsection (a), a any bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the (i) any Person to whom it was delivered or any delivered, (ii) the Person taking such replacement Note from such the Person to whom such replacement Note was delivered or (iii) any assignee of such Person, except a any bona fide purchaser, and the Issuer and the Indenture Trustee shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every . (c) In connection with the issuance of any replacement Note under this Section 2.4, the Issuer may require the payment by the Noteholder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. (d) Any duplicate Note issued pursuant to this Section 2.4 in replacement of for any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be found at any time enforceable or be enforced by anyoneany Person, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. . (e) The provisions of this Section 2.4 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Crystal Oil Co)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture TrusteeNote Registrar, or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Note Registrar, the Trustee and the Issuer such security or indemnity as may be required by it them to hold save each of them harmless (the Issuer and the Indenture Trustee harmlessgeneral obligation of an institutional investor that is investment grade rated being sufficient indemnity), then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note of the same Classlike tenor and denomination or ownership interest, as applicable. In connection with the issuance of any new Note under this Section, neither the Issuer nor the Trustee shall charge any fee, except that the Trustee may require the payment by the Holder of such Note Noteholder thereof of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of with respect to a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of any such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Oakwood Homes Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer Issuing Entity, the Owner Trustee, the Note Insurer and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Owner Trustee on behalf of the Issuing Entity, acting at the direction of the Certificateholders, shall execute, execute and upon its request delivery of a Trust Request the Indenture Trustee Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee note Registrar, shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer Issuing Entity, the Owner Trustee, the Note Insurer or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost, or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Issuing Entity may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section 2.07, the Note Registrar, may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Issuing Entity, the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerIssuing Entity, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Accredited Mortgage Loan REIT Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee and the Subordinate Note Insurer such security or indemnity as may be required by it to hold the Issuer and Issuer, the Indenture Trustee and the Subordinate Note Insurer harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute, execute and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance category; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within 15 days shall be due and payable, or shall have been called for redemption, instead of any new Note under this Sectionissuing a replacement Note, the Issuer may require payment by pay such destroyed, lost or stolen Note when so due or payable or upon the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretoRedemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and Issuer, the Indenture Trustee and the Subordinate Note Insurer shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or Issuer, the Indenture Trustee or the Subordinate Note Insurer in connection therewith. Upon the issuance of any replacement Note under this Section, the Issuer may require the payment by the Noteholder thereof of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee) connected therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Usa Group Secondary Market Services Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, Note and (ii) there is delivered to the Indenture Trustee such receives the security or indemnity as may be required by it requires to hold the Issuer and the Indenture Trustee harmlessharmless or (ii) any mutilated Note is surrendered to the Indenture Trustee, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note Note; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of the same Class. In connection with the issuance of any new Note under this Sectionissuing a replacement Note, the Issuer may require payment by pay such destroyed, lost or stolen Note when so due or payable or upon the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretoRedemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every Upon the issuance of any replacement Note issued pursuant under this Section, the Issuer or the Indenture Trustee may require the payment by the Holder of such Note of a sum sufficient to this Section cover any tax or other governmental charge that may be imposed in replacement of relation thereto and any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation other reasonable expenses (including the fees and expenses of the Issuer, whether Indenture Trustee or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawfulRegistrar) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notesconnected therewith.

Appears in 1 contract

Samples: Indenture (Onyx Acceptance Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, Note and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance class; PROVIDED, HOWEVER, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within 15 days shall be due and payable, or shall have been called for redemption, instead of any new Note under this Sectionissuing a replacement Note, the Issuer may require payment by the Holder of pay such destroyed, lost or stolen Note of a sum sufficient to cover any tax when so due or other governmental charge that may be imposed in relation theretopayable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Upon the issuance of any replacement Note under this Section, the Issuer may require the payment by the Noteholder thereof of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee) connected therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (First Union Student Loan Trust 1997-1)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture TrusteeNote Registrar, or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Note Registrar, the Issuer and the Trustee such security or indemnity as may be required by it them to hold save each of them harmless (the Issuer and the Indenture Trustee harmlessgeneral obligation of an institutional investor that is investment grade rated being sufficient indemnity), then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note of the same Classlike tenor and denomination or ownership interest, as applicable. In connection with the issuance of any new Note under this Section, the Issuer or the Trustee may require the payment by the Holder of such Note Noteholder thereof of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of with respect to a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of any such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture and Servicing Agreement (Creditrust Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture TrusteeNote Registrar, or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Note Registrar, the Note Insurer and the Trustee such security or indemnity as may be required by it them to hold save each of them harmless (the Issuer and the Indenture Trustee harmlessgeneral obligation of an institutional investor that is investment grade rated being sufficient indemnity), then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note of the same Classlike tenor and denomination or ownership interest, as applicable. In connection with the issuance of any new Note under this Section, the Issuer or the Trustee may require the payment by the Holder of such Note Noteholder thereof of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of with respect to a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of any such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture and Servicing Agreement (Creditrust Corp)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (i) any mutilated Note is surrendered to the Indenture Trustee, Trustee or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it the Indenture Trustee to hold each of the Issuer Issuers and the Indenture Trustee harmless, then, in the absence of actual notice to the Issuer, the Note Registrar Issuers or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Issuers shall execute, and upon its request the Indenture Trustee shall authenticate and deliverdeliver upon an Issuer Order, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Classtenor and Class and principal balance bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note shall have become subject to receipt of payment in full, instead of issuing a new Note, the Indenture Trustee may make a payment with respect to such Note without surrender thereof, except that any mutilated Note shall be surrendered. In If, after the delivery of such new Note or payment with respect to a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such new Note was issued presents for receipt of payments such original Note, the Issuers, the Class A Note Insurer (in the case of any Class A Note) and the Indenture Trustee shall be entitled to recover such new Note (or such payment) from the Person to whom it was delivered or any Person taking such new Note from such Person, except a bona fide purchaser, and each of the Issuers, the Class A Note Insurer (in the case of any Class A Note) and the Indenture Trustee shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage or cost incurred by the Issuers, the Class A Note Insurer or the Indenture Trustee in connection with therewith. (b) Upon the issuance of any new Note under this SectionSection 3.07, the Issuer Issuers or the Indenture Trustee may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note . (or such paymentc) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement new Note issued pursuant to this Section 3.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional joint and several contractual obligation of the IssuerIssuers, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. . (d) The provisions of this Section 3.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of with respect to mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Andersons Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it them to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its request the receipt of an Issuer Order, the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance ; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of any new Note under this Sectionissuing a replacement Note, the Issuer may require payment by pay such destroyed, lost or stolen Note when so due or payable or upon the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretoRedemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer Issuer, and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Upon the issuance of any replacement Note under this Section, the Issuer or the Indenture Trustee may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee or the Note Registrar) connected therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (CIT Equipment Collateral 2005-Ef1)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any a mutilated Note is surrendered to the Indenture TrusteeRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee shall authenticate a replacement Note if the requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) satisfies the Company or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar has not registered a transfer prior to receiving such notification, (b) makes such request to the Company or Trustee prior to the Note being acquired by a bona fide purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, protected purchaser as defined in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note Section 8-303 of the same Class. In connection with Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the issuance of any new Note under this SectionTrustee; provided, the Issuer may require payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. Ifhowever, if after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide protected purchaser of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer and Trustee or the Indenture Trustee Company shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer Company or the Indenture Trustee in connection therewith. Every replacement Such Holder shall furnish an indemnity bond sufficient in the | judgment of the Company and the Trustee to protect the Company, the Trustee, the Paying Agent and the Registrar from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Company, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Company shall execute, and upon receipt of a Company Order the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or wrongfully taken Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or wrongfully taken Note has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.10, the Company may require that such Holder pay a sum sufficient to cover any transfer tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Trustee) in connection therewith. Subject to the proviso in the initial paragraph of this Section 2.10, every new Note issued pursuant to this Section 2.10 in replacement lieu of any mutilated, destroyed, lost or stolen wrongfully taken Note shall constitute an original additional contractual obligation of the IssuerCompany, any Guarantor and any other obligor upon the Notes, whether or not the mutilated, destroyed, lost or stolen wrongfully taken Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.10 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen wrongfully taken Notes.

Appears in 1 contract

Samples: Indenture (Earthstone Energy Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to shall become mutilated, destroyed, lost or stolen, the Indenture TrusteeIssuer shall, or upon the Indenture Trustee receives evidence to its satisfaction written request of the Noteholder thereof and presentation of the Note or satisfactory evidence of destruction, loss or theft thereof to the Trustee or Registrar and a confirmation by the Registrar to the Trustee that such Noteholder (or Beneficial Holder of any Note, the Beneficial Interest therein) has executed and (ii) there is delivered to the Indenture Registrar a Confidentiality Agreement, issue, and the Trustee shall authenticate and the Trustee or Registrar shall deliver in exchange therefor or in replacement thereof, a new Note, payable to such Noteholder in the same principal amount, of the same maturity, with the same payment schedule, bearing the same interest rate and dated the date of its authentication. If the Note being replaced has become mutilated, such Note shall be surrendered to the Trustee or the Registrar and forwarded to the Issuer by the Trustee or such Registrar. If the Note being replaced has been destroyed, lost or stolen, the Noteholder thereof shall furnish to the Issuer, the Trustee and the Registrar (a) such security or indemnity as may be required by it to hold the Issuer Issuer, the Trustee and the Indenture Trustee harmless, then, in the absence Registrar to save each of notice them harmless (an unsecured indemnity from any QIB being satisfactory security or indemnity) and (b) evidence satisfactory to the Issuer, the Note Trustee and the Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note under this Sectiondestruction, the Issuer may require payment by the Holder loss or theft of such Note and of a sum sufficient the ownership thereof (an affidavit from any QIB being satisfactory evidence). The Noteholders will be required to cover pay any tax Tax or other governmental charge that may be imposed in relation thereto. If, after connection with such exchange or replacement and any other expenses (including the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser reasonable fees and expenses of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer Trustee and the Indenture Trustee shall be entitled to recover such replacement Note (or such paymentRegistrar) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection connected therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Biocryst Pharmaceuticals Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any a mutilated Note is surrendered to the Indenture TrusteeRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Issuer shall issue and the Trustee shall authenticate a replacement Note if the requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) satisfies the Issuer or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar has not registered a transfer prior to receiving such notification, (b) makes such request to the Issuer or Trustee prior to the Note being acquired by a bona fide purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, protected purchaser as defined in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note Section 8-303 of the same Class. In connection with Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the issuance of any new Note under this SectionTrustee; provided, the Issuer may require payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. Ifhowever, if after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide protected purchaser of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Trustee or the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Such Holder shall furnish an indemnity bond sufficient in the judgment of the Issuer and the Trustee to protect the Issuer, the Trustee, the Paying Agent and the Registrar from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Issuer, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Issuer shall execute, and upon receipt of an Issuer Order, the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Issuer in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.9, the Issuer or the Trustee may require that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Trustee) in connection therewith. Subject to the proviso in the initial paragraph of this Section 2.9 every new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, any Guarantor (if applicable) and any other obligor upon the Notes, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.9 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Crown Media Holdings Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or written indemnity as may be required by it the Note Registrar to hold save each of the Issuer Issuer, [the Note Insurer] and the Indenture Trustee harmlessNote Registrar harmless (provided that no security shall be required for any indemnity from any institutional investor whose long-term debt is rated investment grade by any of the Rating Agencies), then, in the absence of notice to the Issuer, Issuer or the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, and provided that the Issuer requirements of Section 8-405 of the relevant Uniform Commercial Code have been met, the Owner Trustee shall execute, execute and upon its request the Indenture Trustee Note Registrar shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Classtenor and aggregate initial principal amount bearing a number not contemporaneously outstanding. In If, after the delivery of such new Note, a bona fide purchaser of the original Note in lieu of which such new Note was issued presents for payment such original Note, the Issuer and the Note Registrar shall be entitled to recover such new Note from the person to whom it was delivered or any person taking therefrom, except a bona fide purchaser, and shall be entitled to recover upon the written indemnity provided therefor to the extent of any loss, damage, cost or expenses incurred by the Issuer or the Note Registrar in connection with therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Issuer may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section, the Issuer or the Note Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after thereto and any other reasonable expenses (including the delivery fees and expenses of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Southpoint Residential Mortgage Securities Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any a mutilated Note is surrendered to the Indenture TrusteeRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee shall authenticate a replacement Note if the requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) satisfies the Company or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar has not registered a transfer prior to receiving such notification, (b) makes such request to the Company or Trustee prior to the Note being acquired by a bona fide purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, protected purchaser as defined in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note Section 8-303 of the same Class. In connection with Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the issuance of any new Note under this SectionTrustee; provided, the Issuer may require payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. Ifhowever, if after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide protected purchaser of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer and Trustee or the Indenture Trustee Company shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer Company or the Indenture Trustee in connection therewith. Every replacement If required by the Trustee or the Company, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee, the Paying Agent and the Registrar from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Company, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Company shall execute, and upon receipt of a Company Order the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.10, the Company may require that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Trustee) in connection therewith. Subject to the proviso in the initial paragraph of this Section 2.10, every new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerCompany, any Guarantor (if applicable) and any other obligor upon the Notes, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.10 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Easton-Bell Sports, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee [and the Securities Insurer] such security or indemnity as may reasonably be required by it them to hold the Issuer Issuing Entity[, the Securities Insurer] and the Indenture Trustee harmless, then, in the absence of notice to the IssuerIssuing Entity, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, an Authorized Officer of the Issuer Owner Trustee or the Administrator on behalf of the Issuing Entity shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note Note; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of the same Class. In connection with the issuance of any new Note under this Sectionissuing a replacement Note, the Issuer Issuing Entity may require payment by pay such destroyed, lost or stolen Note when so due or payable or upon the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretoRedemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer Issuing Entity[, the Securities Insurer] and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom which it was delivered or any Person taking such replacement Note from such Person to whom which such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer Issuing Entity[, the Securities Insurer] or the Indenture Trustee in connection therewith. Upon the issuance of any replacement Note under this Section 2.04, the Issuing Entity may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee) connected therewith. Every replacement Note issued pursuant to this Section 2.04 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerIssuing Entity, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.04 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Bcap LLC)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, Issuer or the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Owner Trustee on behalf of the Issuer shall execute, execute and upon its request the Indenture Trustee Note Registrar shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee Note Registrar shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Issuer may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section, the Issuer or the Note Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Wells Fargo Asset Securities Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note of the same Class. In connection with the issuance of any new Note under this SectionNote, the Issuer may require payment by pay such destroyed, lost or stolen Note when so due or payable or upon the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretoRedemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and Issuer, the Indenture Trustee and the Insurer shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Upon the issuance of any replacement Note under this Section, the Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee) connected therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Prudential Securities Secured Financing Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer Trust, the Note Insurer and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, Trust or the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Owner Trustee on behalf of the Trust shall execute, execute and upon its request the Indenture Trustee Note Registrar shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer Trust and the Indenture Trustee Note Registrar shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer Trust or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Trust may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section 2.07, the Trust or the Note Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Trust, the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerTrust, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Prudential Securities Secured Financing Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If any Class A Note shall become mutilated, destroyed, lost or stolen, the Issuer shall, upon the written request of the affected Noteholder, execute, and the Indenture Trustee shall authenticate and deliver in replacement thereof (i) any mutilated in the absence of notice to the Issuer or the Indenture Trustee that such Class A Note is has been acquired by a bona fide purchaser), a new Class A Note in the same principal amount, dated the date of such Class A Note and designated as issued under this Indenture. If the Class A Note being replaced has become mutilated, such Class A Note shall be surrendered to the Indenture Trustee, or Trustee and a photocopy thereof shall be furnished to the Collateral Agent by the Indenture Trustee receives evidence Trustee. If the Class A Note being replaced has been destroyed, lost or stolen, the affected Noteholder shall furnish to its satisfaction of the destruction, loss or theft of any Note, Issuer and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be reasonably required by it them to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice harmless and evidence satisfactory to the Issuer, the Note Registrar or the Indenture Trustee of the destruction, loss or theft of such Class A Note and of the ownership thereof. Each substitute Class A Note issued pursuant to the provisions of this Section 2.7 by virtue of the fact that such any Class A Note has been acquired by a bona fide purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, is apparently destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, apparently destroyed, lost or stolen Class A Note shall be enforceable at any time enforceable by anyone, anyone and shall be entitled to all the security and benefits of (but shall be subject to all the limitations of rights set forth in) this Indenture and the Pooling Agreement equally and proportionately with any and all other Class A Notes of the same Class duly issued authenticated and delivered hereunder. The provisions of this Section are exclusive All Class A Notes shall be held and shall preclude (owned upon the express condition that, to the extent lawful) all other rights and remedies permitted by law, the foregoing provisions are exclusive with respect to the replacement or payment of mutilated, defaced, or apparently destroyed, lost or stolen NotesClass A Notes and shall preclude any and all other rights or remedies notwithstanding any law or statute existing or hereafter enacted to the contrary with respect to the replacement or payment of negotiable instruments or other securities without their surrender.

Appears in 1 contract

Samples: Trust Indenture (Newcourt Receivables Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture TrusteeNote Registrar, or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Note Registrar and the Trustee such security or indemnity as may be required by it them to hold save each of them harmless (the Issuer and the Indenture Trustee harmlessgeneral obligation of an institutional investor that is investment grade rated being sufficient indemnity), then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note of the same Classlike tenor and denomination or ownership interest, as applicable. In connection with the issuance of any new Note under this Section, the Issuer or the Trustee may require the payment by the Holder of such Note Noteholder thereof of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of with respect to a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of any such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture and Servicing Agreement (Creditrust Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture TrusteeNote Registrar, or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Trust, the Sponsor, the Indenture Trustee and the Insurer such security or indemnity as may be required by it to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and Trust, the Indenture Trustee and the Insurer shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer Trust or the Indenture Trustee in connection therewith. Upon the issuance of any replacement Note under this Section, the Trust may require the payment by the Noteholder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee) connected therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerTrust, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Advanta Revolving Home Equity Loan Trust 2000 A)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer Trust, the Owner Trustee, the Initial Purchaser and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer Owner Trustee on behalf of the Trust, acting at the direction of the Certificateholders, shall execute, execute and upon its request delivery of a Trust Request the Indenture Trustee Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee Note Registrar, shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer Trust, the Owner Trustee, the Initial Purchaser or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Trust may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section 2.07, the Note Registrar, may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Trust, the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section 2.07 in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the IssuerTrust, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (American Business Financial Services Inc /De/)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Note Registrar or the Indenture Trustee Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii2) there is delivered to the Indenture Trustee Note Registrar such security or indemnity as may be required by it the Note Registrar to hold save each of the Issuer Issuer, the Note Insurer and the Indenture Trustee Note Registrar harmless, then, in the absence of notice to the Issuer, Issuer or the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Owner Trustee on behalf of the Issuer shall execute, execute and upon its request the Indenture Trustee Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Section, the Issuer may require payment by the Holder of such Note of tenor and aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee Note Registrar shall be entitled to recover such replacement new Note (or such payment) from the Person person to whom it was delivered or any Person person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer or the Indenture Trustee Note Registrar in connection therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Issuer may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section, the Issuer or the Note Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee or the Note Registrar) connected therewith. Every replacement new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Bear Stearns Asset Backed Securities Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it them to hold the Issuer and the Indenture Trustee harmlessTrustee, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance ; PROVIDED, HOWEVER, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of any new Note under this Sectionissuing a replacement Note, the Issuer may require payment by pay such destroyed, lost or stolen Note when so due or payable or upon the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretoRedemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen NoteNote pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer Issuer, and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection therewith. Upon the issuance of any replacement Note under this Section, the Issuer or the Indenture Trustee may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee or the Note Registrar) connected therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or of stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Eaglemark Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (i1) any mutilated Note is surrendered to the Indenture Trustee, Issuer or the Indenture Trustee Issuer receives evidence to its satisfaction of the destruction, loss or theft of any Note, Note and (ii2) there is delivered to the Indenture Trustee Issuer such security or indemnity as may be required by it the Issuer to hold save the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar Issuer or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement new Note or Notes of the same Class. In connection with the issuance of any new Note under this Sectiontenor, the Issuer may require payment by the Holder of such Note of aggregate initial principal amount bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation theretonumber not contemporaneously outstanding. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen new Note, a bona fide purchaser of the original Note in lieu of which such replacement new Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement new Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense expenses incurred by the Issuer or the Indenture Trustee in connection therewith. If any such mutilated, destroyed, lost or stolen Note shall have become or shall be about to become due and payable, or shall have become subject to redemption in full, instead of issuing a new Note, the Issuer may pay such Note without surrender thereof, except that any mutilated Note shall be surrendered. Upon the issuance of any new Note under this Section, the Issuer may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Trustee) in connection therewith. Every replacement new Note issued pursuant to this Section in replacement lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Specialty Trust Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Indenture Trustee, or the Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Indenture Trustee such security or indemnity as may be required by it them to hold the Issuer and the Indenture Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, execute and upon its written request the Indenture Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with ; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for Upon the issuance of any new replacement Note under this Section, the Issuer or the Indenture Trustee may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto. If, after thereto and any other reasonable expenses (including the delivery fees and expenses of such replacement Note or payment of a destroyed, lost or stolen Note, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Indenture Trustee in connection Note Registrar) connected therewith. Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Samples: Indenture (Orix Credit Alliance Receivables Trust 1999-A)