Sale of Pass Through Certificates Sample Clauses

Sale of Pass Through Certificates. The Pass Through Certificates shall have been sold to the Initial Purchasers pursuant to the Certificate Purchase Agreement.
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Sale of Pass Through Certificates. The Pass Through Certificates --------------------------------- shall have been issued pursuant to the Pass Through Trust Agreement and sold pursuant to the Underwriting Agreement and the Underwriters shall have transferred to the Pass Through Trustee in immediately available funds an amount equal to the purchase price for the Pass Through Certificates sold pursuant to the Pass Through Trust Agreement.
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Sale of Pass Through Certificates. The Charterer, the Other --------------------------------- Charterer and the Guarantor shall have entered into the Underwriting Agreement, the Pass Through Trust Agreement and the Pass Through Trust Supplement, and the Pass Through Certificates shall have been issued pursuant to the Pass Through Trust Agreement and sold pursuant to the Underwriting Agreement and the Underwriters shall have transferred to the Pass Through Trustee in immediately available funds an amount equal to the purchase price for the Pass Through Certificates.
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Sale of Pass Through Certificates. The Lessee shall have entered into the Placement Agreement and the Pass Through Trust Agreement, the Pass Through Certificates shall have been issued pursuant to the Pass Through Trust Agreement and sold pursuant to the Placement Agreement and the Underwriter shall have transferred to the Pass Through Trustee in immediately available funds an amount equal to the purchase price for the Pass Through Certificates.
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Sale of Pass Through Certificates. The Company proposes that from time to time Wilmington Trust Company as Pass Through Trustee or another Pass Through Trustee identified in a Pricing Agreement (the "Pass Through Trustee"), pursuant to the Pass Through Agreement, as supplemented by a supplement thereto (each, a "Series Supplement") between the Company and the Pass Through Trustee (such Pass Through Agreement, as supplemented by each Series Supplement relating to the Designated Certificates (as defined below) being herein referred to as the "Pass Through Agreement"), issue Pass Through Certificates ("Pass Through Certificates") and, subject to the terms and conditions set forth in the applicable Underwriting Agreement, sell to the several Underwriters therefor the Pass Through Certificates specified in Schedule II to the related Pricing Agreement (the "Designated Certificates"). Each series of Designated Certificates will represent interests in a separate trust (each, a "Trust") established pursuant to the Pass Through Agreement to fund the purchase of notes (with respect to any series of Designated Certificates, the "Equipment Notes") issued (a) on a nonrecourse basis by one or more owner trustees pursuant to separate leveraged lease transactions (such Equipment Notes, the "Leased Aircraft Notes") to finance or refinance a portion of the equipment cost of aircraft, including engines (each, a "Leased Aircraft" and, collectively, the "Leased Aircraft"), which have been or will be leased to the Company pursuant to a separate lease agreement (each such lease agreement, a "Lease") for each Leased Aircraft, or (b) by, and with recourse to, the Company (such Equipment Notes, the "Owned Aircraft Notes") either to finance or refinance all or a portion of the equipment cost of, or to purchase all or a portion of the outstanding debt with respect to, aircraft, including engines (each, an "Owned Aircraft" and, collectively, the "Owned Aircraft"; together with Leased Aircraft, the "Aircraft"), which have been or will be purchased and owned by the Company. In the case of either Leased Aircraft Notes or Owned Aircraft Notes, such financing or refinancing is referred to herein as a "Financing" or "Refinancing", respectively. In connection with each series of Equipment Notes, the Company will enter into a separate note purchase agreement (each a "Note Purchase Agreement") in the form given to the Representatives prior to execution of the relevant Pricing Agreement. Each series of Leased Aircraft Notes will ...
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Sale of Pass Through Certificates. Sale of a Pass-Through Certificate by Freddie Mac pursuant to this Pass-Through Agreement shall be deemed to occur upon the date of settlement and payment for such Pass-Through Certificate and shall constitute a sale, assignment, transfer and conveyance by Freddie Mac to the Holder of a beneficial ownership interest in the related Pass-Through Pool to the extent of the interest represented by such Pass-Through Certificate. Freddie Mac shall be bound by all of the terms and conditions of this Pass-Through Agreement at such time as a Pass-Through Certificate is sold by Freddie Mac to a Holder. Upon settlement of and payment for a Pass-Through Certificate, a Holder shall, by virtue thereof, acknowledge, accept and agree to be bound by all of the terms and conditions of this Pass-Through Agreement. Payment for a Pass-Through Certificate sold in exchange for Assets shall be deemed to occur on the Settlement Date as of which such Pass-Through Certificate is issued to the initial Holder thereof.
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Sale of Pass Through Certificates. On the Funding Date, the Holder shall sell to the Participant and the Participant shall purchase the Pass-Through Certificate to be purchased by it as specified in Schedule A.
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Sale of Pass Through Certificates. The Company proposes that from time to time The Bank of New York as Pass Through Trustee or another Pass Through Trustee identified in a Pricing Agreement (the "Pass Through Trustee"), pursuant to the Pass Through Agreement, as supplemented by a supplement thereto (each, a "Series Supplement") between the Company and the Pass Through Trustee (such Pass Through Agreement, as supplemented by each Series Supplement relating to the Designated Certificates (as defined below) being herein referred to as the "Pass Through Agreement"), issue Pass Through Certificates ("Pass Through Certificates") and, subject to the terms and conditions set forth in the applicable Underwriting Agreement, sell to the several Underwriters therefor the Pass Through Certificates specified in Schedule II to the related Pricing Agreement (the
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Related to Sale of Pass Through Certificates

  • Class PO Certificates Private Certificates..................................... Class P, Class B-4, Class B-5 and Class B-6 Certificates. Rating Agencies.......................................... Fitch and S&P. Regular Certificates..................................... All Classes of Certificates other than the Class A-R Certificates. Residual Certificate..................................... Class A-R Certificates.

  • Additional Certificates The Company shall have furnished to the Agents such certificate or certificates, in addition to those specifically mentioned herein, as the Agents may have reasonably requested as to the accuracy and completeness at each Representation Date of any statement in the Registration Statement or the Prospectuses or any documents filed under the Exchange Act and Canadian Securities Laws and deemed to be incorporated by reference into the Prospectuses, as to the accuracy at such Representation Date of the representations and warranties of the Company herein, as to the performance by the Company of its obligations hereunder, or as to the fulfillment of the conditions concurrent and precedent to the obligations hereunder of the Agents.

  • Determination of Pass-Through Rates for COFI Certificates The Pass-Through Rate for each Class of COFI Certificates for each Interest Accrual Period after the initial Interest Accrual Period shall be determined by the Trustee as provided below on the basis of the Index and the applicable formulae appearing in footnotes corresponding to the COFI Certificates in the table relating to the Certificates in the Preliminary Statement. Except as provided below, with respect to each Interest Accrual Period following the initial Interest Accrual Period, the Trustee shall not later than two Business Days prior to such Interest Accrual Period but following the publication of the applicable Index determine the Pass-Through Rate at which interest shall accrue in respect of the COFI Certificates during the related Interest Accrual Period. Except as provided below, the Index to be used in determining the respective Pass-Through Rates for the COFI Certificates for a particular Interest Accrual Period shall be COFI for the second calendar month preceding the Outside Reference Date for such Interest Accrual Period. If at the Outside Reference Date for any Interest Accrual Period, COFI for the second calendar month preceding such Outside Reference Date has not been published, the Trustee shall use COFI for the third calendar month preceding such Outside Reference Date. If COFI for neither the second nor third calendar months preceding any Outside Reference Date has been published on or before the related Outside Reference Date, the Index for such Interest Accrual Period and for all subsequent Interest Accrual Periods shall be the National Cost of Funds Index for the third calendar month preceding such Interest Accrual Period (or the fourth preceding calendar month if such National Cost of Funds Index for the third preceding calendar month has not been published by such Outside Reference Date). In the event that the National Cost of Funds Index for neither the third nor fourth calendar months preceding an Interest Accrual Period has been published on or before the related Outside Reference Date, then for such Interest Accrual Period and for each succeeding Interest Accrual Period, the Index shall be LIBOR, determined in the manner set forth below. With respect to any Interest Accrual Period for which the applicable Index is LIBOR, LIBOR for such Interest Accrual Period will be established by the Trustee on the related Interest Determination Date as provided in Section 4.08. In determining LIBOR and any Pass-Through Rate for the COFI Certificates or any Reserve Interest Rate, the Trustee may conclusively rely and shall be protected in relying upon the offered quotations (whether written, oral or on the Reuters Screen) from the Reference Banks or the New York City banks as to LIBOR or the Reserve Interest Rate, as appropriate, in effect from time to time. The Trustee shall not have any liability or responsibility to any Person for (i) the Trustee's selection of New York City banks for purposes of determining any Reserve Interest Rate or (ii) its inability, following a good-faith reasonable effort, to obtain such quotations from the Reference Banks or the New York City banks or to determine such arithmetic mean, all as provided for in this Section 4.07. The establishment of LIBOR and each Pass-Through Rate for the COFI Certificates by the Trustee shall (in the absence of manifest error) be final, conclusive and binding upon each Holder of a Certificate and the Trustee.

  • Tax Certificates Each Lender that is organized under the laws of any jurisdiction other than the United States shall deliver to the Administrative Agent for transmission to the Borrower, on or prior to the Effective Date (in the case of each Lender listed on the signature pages hereof) or on the effective date of the Assignment and Acceptance Agreement pursuant to which it becomes a Lender (in the case of each other Lender), and at such other times as may be necessary in the determination of the Borrower or the Administrative Agent (each in the reasonable exercise of its discretion), including upon the occurrence of any event requiring a change in the most recent counterpart of any form set forth below previously delivered by such Lender to the Borrower, such certificates, documents or other evidence, properly completed and duly executed by such Lender (including Internal Revenue Service Form 1001, Form 4224, Form W-8 or Form W-9, or any successor form, or any other certificate or statement of exemption required by Treasury Regulations Section 1.1441-4(a) or Section 1.1441-6(c) or any successor thereto) to establish that such Lender is not subject to deduction or withholding of United States federal income tax under Section 1441 or 1442 of the Code or otherwise (or under any comparable provisions of any successor statute) with respect to any payments to such Lender of principal, interest, fees or other amounts payable under any of the Loan Documents. The Borrower shall not be required to pay any additional amount to any such Lender under Section 2.10(b)(iii) if such Lender shall have failed to satisfy the requirements of the immediately preceding sentence; provided that if such Lender shall have satisfied such requirements on the Effective Date (in the case of each Lender listed on the signature pages hereof) or on the effective date of the Assignment and Acceptance Agreement pursuant to which it becomes a Lender (in the case of each other Lender), nothing in this Section shall relieve the Borrower of its obligation to pay any additional amounts pursuant to Section 2.10(b)(iii) in the event that, as a result of any change in applicable law, such Lender is no longer properly entitled to deliver certificates, documents or other evidence at a subsequent date establishing the fact that such Lender is not subject to withholding as described in the immediately preceding sentence.

  • Class R Certificates Subordinated Certificates.... Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates.

  • Pass Through Fees Registry Operator shall pay to ICANN (i) a one-­‐time fee equal to US$5,000 for access to and use of the Trademark Clearinghouse as described in Specification 7 (the “RPM Access Fee”) and (ii) US$0.251an amount specified by ICANN not to exceed US$0.25 per Sunrise Registration and Claims Registration (as such terms are used in Trademark Clearinghouse RPMs incorporated herein pursuant to Specification 7) (the “RPM Registration Fee”). The RPM Access Fee will be invoiced as of the Effective Date of this Agreement, and Registry Operator shall pay such fee to an account specified by ICANN within thirty (30) calendar days following the date of the invoice. ICANN will invoice Registry Operator quarterly for the RPM Registration Fee, which shall be due in accordance with the invoicing and payment procedure specified in Section 6.1.

  • Single Certificate A Single Certificate for the Class A-1 Certificates represents a $25,000 Denomination. A Single Certificate for the Class B-1, Class B-2 and Class B-3 Certificates represents a $100,000 Denomination. A Single Certificate for the Class B-4, Class B-5 and Class B-6 Certificates represents a $250,000 Denomination. A Single Certificate for the Class A-R Certificate represents a $100 Denomination.

  • Final Distribution on the Certificates If on any Determination Date, the Master Servicer determines that there are no Outstanding Mortgage Loans and no other funds or assets in the Trust Fund other than the funds in the Certificate Account, the Master Servicer shall direct the Trustee promptly to send a final distribution notice to each Certificateholder. If the Master Servicer elects to terminate the Trust Fund pursuant to clause (a) of Section 9.1, at least 20 days prior to the date notice is to be mailed to the affected Certificateholders, the Master Servicer shall notify the Depositor and the Trustee of the date the Master Servicer intends to terminate the Trust Fund and of the applicable repurchase price of the Mortgage Loans and REO Properties. Notice of any termination of the Trust Fund, specifying the Distribution Date on which Certificateholders may surrender their Certificates for payment of the final distribution and cancellation, shall be given promptly by the Trustee by letter to Certificateholders mailed not earlier than the 10th day and no later than the 15th day of the month next preceding the month of such final distribution. Any such notice shall specify (a) the Distribution Date upon which final distribution on the Certificates will be made upon presentation and surrender of Certificates at the office therein designated, (b) the amount of such final distribution, (c) the location of the office or agency at which such presentation and surrender must be made, and (d) that the Record Date otherwise applicable to such Distribution Date is not applicable, distributions being made only upon presentation and surrender of the Certificates at the office therein specified. The Master Servicer will give such notice to each Rating Agency at the time such notice is given to Certificateholders. In the event such notice is given, the Master Servicer shall cause all funds in the Certificate Account to be remitted to the Trustee for deposit in the applicable subaccounts of the Distribution Account on the Business Day prior to the applicable Distribution Date in an amount equal to the final distribution in respect of the Certificates. Upon such final deposit with respect to the Trust Fund and the receipt by the Trustee of a Request for Release therefor, the Trustee shall promptly release to the Master Servicer the Mortgage Files for the Mortgage Loans. Upon presentation and surrender of the Certificates, the Trustee shall cause to be distributed to the Certificateholders of each Class, in the order set forth in Section 4.2 hereof, on the final Distribution Date, in the case of the Certificateholders, in proportion to their respective Percentage Interests, with respect to Certificateholders of the same Class, an amount equal to (i) as to each Class of Regular Certificates, the Class Certificate Balance thereof plus accrued interest thereon in the case of an interest bearing Certificate, and (ii) as to the Residual Certificates, the amount, if any, which remains on deposit in the Distribution Account (other than the amounts retained to meet claims) after application pursuant to clause (i) above. In the event that any affected Certificateholders shall not surrender Certificates for cancellation within six months after the date specified in the above mentioned written notice, the Trustee shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within six months after the second notice all the applicable Certificates shall not have been surrendered for cancellation, the Trustee may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain a part of the Trust Fund. If within one year after the second notice all Certificates shall not have been surrendered for cancellation, the Holders of each of the Class I-A-R Certificates shall be entitled to all unclaimed funds and other assets of the Trust Fund, held for distribution to such Certificateholders, which remain subject hereto.

  • Medical Certificates Where the Employer requests medical certificates the Employer shall pay the costs of such certificates.

  • Form of the Certificates (a) The Certificates shall be substantially in the form of Exhibit A. The Certificates shall represent the entire beneficial interest in the Trust. The Certificates shall be executed on behalf of the Trust by manual or facsimile signature of a Responsible Officer of the Owner Trustee. Certificates bearing the manual or facsimile signatures of individuals who were, at the time when such signatures shall have been affixed, authorized to sign on behalf of the Trust, shall be duly issued, fully paid and non-assessable beneficial interests in the Trust, notwithstanding that such individuals or any of them shall have ceased to be so authorized prior to the authentication and delivery of such Certificates or did not hold such offices at the date of authentication and delivery of such Certificates. (b) The Certificates shall be typewritten, printed, lithographed or engraved or produced by any combination of these methods (with or without steel engraved borders) all as determined by the officers executing such Certificates, as evidenced by their execution of such Certificates. The Certificates shall be fully registered. (c) The Certificates shall be issued in fully-registered form. The terms of the Certificates set forth in Exhibit A shall form part of this Agreement.

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