Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Note shall contain, or be accompanied by, the following notices: The Notes may be beneficially owned only by Persons that (a) in the case of the Secured Notes (i) are Qualified Purchasers that are not U.S. persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction (as defined in Regulation S) or (ii) are (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors or (z) Accredited Investors and (A) Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (with respect to (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or the Collateral Manager or (b) in the case of the Subordinated Notes, are (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors or (z) Accredited Investors and either (A) Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (in the case of (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or Collateral Manager and (c) in the case of clauses (a) and (b), can make the representations set forth in Section 2.5 of this Indenture or the appropriate Exhibit to this Indenture. The Issuer has the right to compel any beneficial owner of an interest in Rule 144A Global Secured Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Notes, or may sell such interest on behalf of such owner, pursuant to Section 2.11. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the Notes; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Notes that is permitted by the terms of this Indenture to acquire such holder’s Notes and that agrees to keep such information confidential in accordance with the terms of this Indenture.
Appears in 2 contracts
Samples: Supplemental Indenture (GOLUB CAPITAL BDC, Inc.), Indenture (GOLUB CAPITAL INVESTMENT Corp)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Note shall contain, or be accompanied by, the following notices: The Notes may be beneficially owned only by Persons that (a) in the case are Qualified Purchasers or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser who are also (1) with respect to the Secured Notes Notes, (i) are Qualified Purchasers that are not U.S. persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction or (as defined ii)(x) Qualified Institutional Buyers or (y) solely in the case of the Certificated Secured Notes, institutional “accredited investors” within the meaning set forth in Rule 501(a)(1), (2), (3) or (7) of Regulation SD under the Securities Act and (2) with respect to the Certificated Subordinated Notes, (i) Qualified Institutional Buyers or (ii) Organizing Entities that are either (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors or (zy) Accredited Investors and not U.S. persons (A) Qualified Purchasers (in within the case meaning of (xRegulation S under the United States Securities Act of 1933, as amended) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (with respect to (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or the Collateral Manager or are purchasing their beneficial interest in an offshore transaction and (b) in the case of the Subordinated Notes, are (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors or (z) Accredited Investors and either (A) Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (in the case of (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or Collateral Manager and (c) in the case of clauses (a) and (b), can make the representations set forth in Section 2.5 of this Indenture or the appropriate Exhibit to this Indenture. Beneficial ownership interests in the Rule 144A Global Secured Notes may be transferred only to a Person that is both a Qualified Institutional Buyer and a Qualified Purchaser and that can make the representations referred to in clause (b) of the preceding sentence. The Issuer has the right to compel any beneficial owner of an interest in Rule 144A Global Secured Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Notes, or may sell such interest on behalf of such owner, pursuant to Section 2.11. Each holder receiving this report agrees to keep all non-public non -public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the Notes; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Notes that is permitted by the terms of this Indenture to acquire such holder’s Notes and that agrees to keep such information confidential in accordance with the terms of this Indenture.
Appears in 1 contract
Samples: Indenture (Garrison Capital LLC)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Note Debt shall contain, or be accompanied by, the following notices: The Notes Debt may be beneficially owned only by Persons that (a) in the case of the Secured Notes Debt (i) are Qualified Purchasers that are not U.S. persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction (as defined in Regulation S) or (ii) are (x) Qualified Institutional Buyers, (y) Buyers or Institutional Accredited Investors or (z) Accredited Investors and (A) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser) or (b) in the case of (x) the Subordinated Notes, are Qualified Institutional Buyers or Accredited Investors and (y) above) or either Qualified Purchasers, Knowledgeable Employees with respect to the Issuer or Issuer, the Collateral Manager (with respect to (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or the Collateral Manager or (b) in the case of the Subordinated Notes, are (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors or (z) Accredited Investors and either (A) Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (in the case of (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or Collateral Manager and (c) in the case of clauses (a) and (b), can make the representations set forth in Section 2.5 of this Indenture or the appropriate Exhibit to this Indenture. The Issuer has the right to compel any beneficial owner of an interest in Rule 144A Global Secured Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Notes, or may sell such interest on behalf of such owner, pursuant to Section 2.11. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the NotesDebt; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Notes Debt that is permitted by the terms of this Indenture to acquire such holder’s Notes Debt and that agrees to keep such information confidential in accordance with the terms of this Indenture.
Appears in 1 contract
Samples: Indenture (GOLUB CAPITAL BDC, Inc.)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Note shall contain, or be accompanied by, the following notices: The Notes may be beneficially owned only by Persons that (aa)(i) in the case of the Secured Notes (i) are Qualified Purchasers that are not U.S. persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction (as defined in Regulation S) or transaction, (ii) are (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors QIB/QPs or (ziii) Accredited Investors and (A) Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (with respect to (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or the Collateral Manager or (b) solely in the case of the Class C Notes, Class D Notes, Class E Notes, Class F Notes and Subordinated Notes, are (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors QIB/QPS or (zy)(I) Knowledgeable Employees or entities owned exclusively by Knowledgeable Employees that are also (II) Accredited Investors and either (A) Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (in the case of (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or Collateral Manager and (c) in the case of clauses (a) and (b), ) can make the representations set forth in Section 2.5 of this Indenture or the appropriate Exhibit hereto. Beneficial ownership interests in the Rule 144A Global Notes may be transferred only to this Indenturea Person that is both a Qualified Institutional Buyer and a Qualified Purchaser and that can make the representations referred to in clause (b) of the preceding sentence. The Issuer has the right to compel any beneficial owner of an interest in Rule 144A Global Secured Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such NotesNotes or to assign each such Note a separate CUSIP or CUSIPs in the Issuer's sole discretion, or may sell such interest on behalf of such owner, pursuant to Section 2.11. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the Notes; , provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s 's Notes that is permitted by the terms of this the Indenture to acquire such holder’s 's Notes and that agrees to keep such information confidential in accordance with the terms of this the Indenture.
Appears in 1 contract
Samples: Indenture (JMP Group Inc.)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Note shall contain, or be accompanied by, the following notices: The Notes may be beneficially owned only by Persons that (a) in the case of the Secured Notes (i) are not U.S. persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction or (ii) are Qualified Institutional Buyers or Institutional Accredited Investors and Qualified Purchasers that or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser or (b) in the case of the Subordinated Notes (i) are not U.S. persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction (as defined in Regulation S) or (ii) are (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors or (z) Accredited Investors that are also Knowledgeable Employees with respect to the Issuer and (A) either Qualified Purchasers (in the case of (x) and (y) above) or Purchasers, Knowledgeable Employees with respect to the Issuer or the Collateral Manager (with respect to (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or or a Knowledgeable Employee with respect to the Issuer or the Collateral Manager or (b) in the case of the Subordinated Notes, are (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors or (z) Accredited Investors and either (A) Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (in the case of (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or Collateral Manager and (c) in the case of clauses (a) and (b), can make the representations set forth in Section 2.5 of this Indenture or the appropriate Exhibit to this Indenture. The Issuer has the right to compel any beneficial owner of an interest in Rule 144A Global Secured Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Notes, or may sell such interest on behalf of such owner, pursuant to Section 2.11. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the Notes; , provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s 's Notes that is permitted by the terms of this Indenture to acquire such holder’s 's Notes and that agrees to keep such information confidential in accordance with the terms of this Indenture.
Appears in 1 contract
Samples: Indenture (Garrison Capital Inc.)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Note shall contain, or be accompanied by, the following notices: The Notes may be beneficially owned only by Persons that (a) in the case of the Secured Notes (i) are Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser) that are not U.S. persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction (as defined in Regulation S) or (ii) are (x) Qualified Institutional Buyers, (y) Buyers or Institutional Accredited Investors or (z) Accredited Investors and (A) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser) or (b) in the case of the Subordinated Notes are Qualified Institutional Buyers or Accredited Investors and either Qualified Purchasers (xor corporations, partnerships, limited liability companies or other entities (other than trusts) and (y) above) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser), Knowledgeable Employees with respect to the Issuer or Issuer, the Collateral Manager (with respect to (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or the Collateral Manager or (b) in the case of the Subordinated Notes, are (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors or (z) Accredited Investors and either (A) Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (in the case of (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or Collateral Manager and (c) in the case of clauses (a) and (b), can make the representations set forth in Section 2.5 of this Indenture or the appropriate Exhibit to this Indenture. The Issuer has the right to compel any beneficial owner of an interest in Rule 144A Global Secured Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Notes, or may sell such interest on behalf of such owner, pursuant to Section 2.11. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the NotesDebt; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Notes 's Debt that is permitted by the terms of this Indenture to acquire such holder’s Notes 's Debt and that agrees to keep such information confidential in accordance with the terms of this Indenture.
Appears in 1 contract
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Note shall contain, or be accompanied by, the following notices: The Notes may be beneficially owned only by Persons that (a) in the case of the Secured Notes (i) are Qualified Purchasers that are not U.S. persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction (as defined in Regulation S) or (ii) are (x) Qualified Institutional Buyers, (y) Buyers or Institutional Accredited Investors or (z) Accredited Investors and (A) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser) or (b) in the case of the Subordinated Notes (xi) are Qualified Purchasers that are not U.S. persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction (y) aboveas defined in Regulation S) or (ii) are Qualified Institutional Buyers or Accredited Investors and either Qualified Purchasers, Knowledgeable Employees with respect to the Issuer or the Issuer, Collateral Manager (with respect to (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or the Collateral Manager or (b) in the case of the Subordinated Notes, are (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors or (z) Accredited Investors and either (A) Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (in the case of (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or Collateral Manager and (c) in the case of clauses (a) and (b), can make the representations set forth in Section 2.5 of this Indenture or the appropriate Exhibit to this Indenture. The Issuer has the right to compel any beneficial owner of an interest in Rule 144A Global Secured Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Notes, or may sell such interest on behalf of such owner, pursuant to Section 2.11. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the Notes; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s 's Notes that is permitted by the terms of this Indenture to acquire such holder’s 's Notes and that agrees to keep such information confidential in accordance with the terms of this Indenture.
Appears in 1 contract
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Note shall contain, or be accompanied by, the following notices: The Notes may be beneficially owned only by Persons that (a) in the case of the Secured Notes (i) are Qualified Purchasers that are not U.S. persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction (as defined in Regulation S) or (ii) are (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors or (z) Accredited Investors and (A) Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (with respect to (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or the Collateral Manager or (b) in the case of the Subordinated Notes, are (x) Qualified Institutional Buyers, Buyers or (y) Institutional Accredited Investors or (z) Accredited Investors and either (A) Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (in the case of (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or Collateral Manager and (c) in the case of clauses (a) and (b), can make the representations set forth in Section 2.5 of this Indenture or the appropriate Exhibit to this Indenture. The Issuer has the right to compel any beneficial owner of an interest in Rule 144A Global Secured Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Notes, or may sell such interest on behalf of such owner, pursuant to Section 2.11. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the Notes; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Notes that is permitted by the terms of this Indenture to acquire such holder’s Notes and that agrees to keep such information confidential in accordance with the terms of this Indenture.
Appears in 1 contract
Samples: Indenture (GOLUB CAPITAL BDC, Inc.)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Note shall contain, or be accompanied by, the following notices: The Notes may be beneficially owned only by Persons that (a) in the case of the Secured Notes other than in the case of the Subordinated Notes, are (i) are Qualified Purchasers that are not U.S. persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction (as defined in Regulation S) or (ii) are Qualified Institutional Buyers or, solely in the case of Notes issued as Certificated Notes, Institutional Accredited Investors and, that in the case of each of clause (xi) and (ii) are Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser), or (b) in the case of the Subordinated Notes are (i) Qualified Institutional Buyers, (y) Institutional Accredited Investors Buyers or (z) Accredited Investors and (Aii) either Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Issuer, Collateral Manager (with respect to (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or the Collateral Manager or (b) in the case of the Subordinated Notes, are (x) Qualified Institutional Buyers, (y) Institutional Accredited Investors or (z) Accredited Investors and either (A) Qualified Purchasers (in the case of (x) and (y) above) or Knowledgeable Employees with respect to the Issuer or the Collateral Manager (in the case of (z) above) or (B) corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser affiliated with the Collateral Manager and/or a Knowledgeable Employee with respect to the Issuer or Collateral Manager and (c) in the case of clauses (a) and (b), can make the representations set forth in Section 2.5 of this Indenture or the appropriate Exhibit to this Indenture. The Issuer has the right to compel any beneficial owner of an interest in Rule 144A Global Secured Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Notes, or may sell such interest on behalf of such owner, pursuant to Section 2.11. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the Notes; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Notes that is permitted by the terms of this Indenture to acquire such holder’s Notes and that agrees to keep such information confidential in accordance with the terms of this Indenture.
Appears in 1 contract