EXHIBIT 4.10
[FORM OF CLASS A NOTE]
SERIES [ ] [CITISERIES] CLASS [A- ] NOTE
$_________ REGISTERED
No. R-__________
CUSIP No. __________
[UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE
DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE ISSUER OR ITS
AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED
IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO.
OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF
DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN.]
THE PRINCIPAL OF THIS NOTE IS PAYABLE AS SET FORTH HEREIN AND IN THE INDENTURE
REFERRED TO BELOW. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE
AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.
CITIBANK CREDIT CARD ISSUANCE TRUST
SERIES [ ] [CITISERIES] CLASS [A- ] NOTE
CITIBANK CREDIT CARD ISSUANCE TRUST, a trust formed and existing under the
laws of the State of Delaware (including any successor, the "Issuer"), for
value received, hereby promises to pay to [CEDE & CO.], or its registered
assigns, the principal amount of ______ DOLLARS ($________). The Expected
Principal Payment Date for this Note is [ ]. The Legal Maturity Date for this
Note is [ ].
[The Issuer hereby promises to pay interest on this Note at the rate of [ ]%
per annum on each [ ] and [ ], beginning on [ ], 20[ ], until the principal of
this Note is paid or made available for payment, subject to certain
limitations set forth in the Indenture. Interest will accrue on the principal
amount of this Note outstanding on the preceding Interest Payment Date (after
giving effect to any payments of principal made on the preceding Interest
Payment Date), or with respect to the first Interest Payment Date, from the
date of issuance of this Note. Interest will be computed on the basis of a
360-day year of twelve 30-day months.]*
[The Issuer hereby promises to pay interest on this Note on each [ ] and [ ],
beginning on [ ], 20[ ], until the principal of this Note is paid or made
available for payment, subject to certain limitations set forth in the
Indenture. Interest will accrue on the outstanding principal amount of
-----------------------
* For fixed rate Notes.
this Note for each interest period from and including the previous Interest
Payment Date to but excluding the then current Interest Payment Date in an
amount equal to (i) the actual number of days in such interest period divided
by 360, (ii) a rate per annum equal to [LIBOR] for such interest period plus [
]%, and (iii) the outstanding principal amount of this Note as of the previous
Interest Payment Date (after giving effect to any payments of principal made
on the preceding Interest Payment Date); provided, that the amount of interest
accruing during the interest period from the date of issuance of this Note to
the first Interest Payment Date will be $[ ]. [LIBOR] is defined in the
Indenture.]*
If any Interest Payment Date or Principal Payment Date of this Note falls on a
day that is not a Business Day, the required payment of interest or principal
will be made on the following Business Day.
This Note is one of the Series [ ] [Citiseries] Class [A- ] Notes issued
pursuant to the Indenture, dated as of [ ], 2000 (as amended and otherwise
modified from time to time, the "Indenture") between the Issuer and Bankers
Trust Company, as Trustee. For purposes of this Note, the term "Indenture"
includes any supplemental indenture or Issuer Certificate relating to the
Series [ ] [Citiseries] Class [A- ] Notes. This Note is subject to all of the
terms of the Indenture. All terms used in this Note that are not otherwise
defined herein and that are defined in the Indenture will have the meanings
assigned to them therein.
The principal of and interest on this Note are payable in such coin or
currency of the United States of America as at the time of payment is legal
tender for payment of public and private debts.
Reference is made to the further provisions of this Note set forth on the
reverse hereof, which will have the same effect as though fully set forth on
the face of this Note.
Unless the certificate of authentication hereon has been executed by the
Trustee whose name appears below by manual signature, this Note will not
--------------------------
* For floating rate Notes.
2
be entitled to any benefit under the Indenture, or be valid or obligatory for
any purpose.
IN WITNESS WHEREOF, the Issuer has caused this instrument to be signed,
manually or in facsimile, by an Issuer Authorized Officer.
Dated: __________, 20__ CITIBANK CREDIT CARD ISSUANCE TRUST
By: CITIBANK (SOUTH DAKOTA), N.A., as
Managing Beneficiary of Citibank Credit Card
Issuance Trust
By: __________________________________
Name:
Title:
3
TRUSTEE'S CERTIFICATE OF AUTHENTICATION
This is one of the Notes designated above and referred to in the within
mentioned Indenture.
Dated: ________ __, 20__ BANKERS TRUST COMPANY, as Trustee under
the Indenture
By: _________________________________
Authorized Signatory
4
[REVERSE OF NOTE]
This Note is one of a duly authorized issue of Notes of the Issuer, designated
as its Series [ ] [Citiseries] Class [A- ] Notes (herein called the "Series [
] [Citiseries] Class [A- ] Notes" or the "Notes"), all issued under an
Indenture, to which Indenture reference is hereby made for a statement of the
respective rights and obligations thereunder of the Issuer, the Trustee and
the Holders of the Notes.
This Note ranks pari passu with all other Class A Notes of the same series, as
set forth in the Indenture. This Note is secured to the extent, and by the
collateral, described in the Indenture.
The Issuer will pay interest on overdue interest as set forth in the Indenture
to the extent lawful.
Each Holder by acceptance of this Note, and each owner of a beneficial
interest in this Note by acceptance of a beneficial interest in this Note,
agrees that no recourse may be taken, directly or indirectly, with respect to
the obligations of the Issuer or the Trustee on the Notes or under the
Indenture or any certificate or other writing delivered in connection herewith
or therewith, against the Issuer, the Issuer Trustee, the Banks, the Trustee
or any affiliate, officer, employee or director of any of them, and the
obligation of the Issuer to pay principal of or interest on this Note or any
other amount payable to the Holder of this Note will be subject to Article V
and Section 711 of the Indenture.
Each Holder by acceptance of this Note, and each owner of a beneficial
interest in this Note by acceptance of a beneficial interest in this Note,
agrees that this Note is intended to be debt of the Banks for federal, state
and local income and franchise tax purposes, and agrees to treat this Note
accordingly for all such purposes, unless otherwise required by a taxing
authority.
Each Holder by acceptance of this Note, and each owner of a beneficial
interest in this Note by acceptance of a beneficial interest in this Note,
agrees that it will not at any time institute against the Banks or the Issuer,
or join in any institution against the Banks or the Issuer of, any bankruptcy,
reorganization, arrangement, insolvency or liquidation proceeding, or other
proceedings under any United States federal or state bankruptcy or similar law
in connection with any obligations relating to this Note, the Indenture or any
Derivative Agreement.
This Note and the Indenture will be construed in accordance with and governed
by the laws of the State of New York.
No reference herein to the Indenture and no provision of this Note or of the
Indenture will alter or impair the obligation of the Issuer, which is absolute
and unconditional, to pay the principal of and interest on this Note at the
times, place and rate, and in the coin or currency, herein prescribed.
5
ASSIGNMENT
Social Security or taxpayer I.D. or other identifying number of
assignee:____________________
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto
(name and address of assignee) the within Note and all rights thereunder, and
hereby irrevocably constitutes and appoints ___________________, attorney, to
transfer said Note on the books kept for registration thereof, with full power
of substitution in the premises.
Dated: _________________________*
Signature Guaranteed:
----------------------
* NOTE: The signature to this assignment must correspond with the name of
the registered owner as it appears on the face of the within Note in
every particular with- out alteration, enlargement or any change
whatsoever.
6
[FORM OF CLASS B NOTE]
SERIES [ ] [CITISERIES] CLASS [B- ] NOTE
$_________ REGISTERED
No. R-__________
CUSIP No. __________
[UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE
DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE ISSUER OR ITS
AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED
IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO.
OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF
DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN. ]
THE PRINCIPAL OF THIS NOTE IS PAYABLE AS SET FORTH HEREIN AND IN THE INDENTURE
REFERRED TO BELOW. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE
AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.
CITIBANK CREDIT CARD ISSUANCE TRUST
SERIES [ ] [CITISERIES] CLASS [B- ] NOTE
CITIBANK CREDIT CARD ISSUANCE TRUST, a trust formed and existing under the
laws of the State of Delaware (including any successor, the "Issuer"), for
value received, hereby promises to pay to CEDE & CO., or its registered
assigns, the principal amount of ______ DOLLARS ($________). The Expected
Principal Payment Date for this Note is [ ]. The Legal Maturity Date for this
Note is [ ].
[The Issuer hereby promises to pay interest on this Note at the rate of [ ]%
per annum on each [ ] and [ ], beginning on [ ], 20[ ], until the principal of
this Note is paid or made available for payment, subject to certain
limitations set forth in the Indenture. Interest will accrue on the principal
amount of this Note outstanding on the preceding Interest Payment Date (after
giving effect to any payments of principal made on the preceding Interest
Payment Date), or with respect to the first Interest Payment Date, from the
date of issuance of this Note. Interest will be computed on the basis of a
360-day year of twelve 30-day months.]*
----------------------
* For fixed rate Notes.
1
[The Issuer hereby promises to pay interest on this Note on each [ ] and [ ],
beginning on [ ], 20[ ], until the principal of this Note is paid or made
available for payment, subject to certain limitations set forth in the
Indenture. Interest will accrue on the outstanding principal amount of this
Note for each interest period from and including the previous Interest Payment
Date to but excluding the then current Interest Payment Date in an amount
equal to (i) the actual number of days in such interest period divided by 360,
(ii) a rate per annum equal to [LIBOR] for such interest period plus [ ]%, and
(iii) the outstanding principal amount of this Note as of the previous
Interest Payment Date (after giving effect to any payments of principal made
on the preceding Interest Payment Date); provided, that the amount of interest
accruing during the interest period from the date of issuance of this Note to
the first Interest Payment Date will be $[ ]. [LIBOR] is defined in the
Indenture.]*
If any Interest Payment Date or Principal Payment Date of this Note falls on a
day that is not a Business Day, the required payment of interest or principal
will be made on the following Business Day.
This Note is one of the Series [ ] [Citiseries] Class [B- ] Notes issued
pursuant to the Indenture, dated as of [ ], 2000 (as amended and otherwise
modified from time to time, the "Indenture") between the Issuer and Bankers
Trust Company, as Trustee. For purposes of this Note, the term "Indenture"
includes any supplemental indenture or Issuer Certificate relating to the
Series [ ] [Citiseries] Class [B- ] Notes. This Note is subject to all of the
terms of the Indenture. All terms used in this Note that are not otherwise
defined herein and that are defined in the Indenture will have the meanings
assigned to them therein.
The principal of and interest on this Note are payable in such coin or
currency of the United States of America as at the time of payment is legal
tender for payment of public and private debts.
Reference is made to the further provisions of this Note set forth on the
reverse hereof, which will have the same effect as though fully set forth on
the face of this Note.
Unless the certificate of authentication hereon has been executed by the
Trustee whose name appears below by manual signature, this Note will not
-------------------------
* For floating rate Notes.
2
be entitled to any benefit under the Indenture, or be valid or obligatory for
any purpose.
IN WITNESS WHEREOF, the Issuer has caused this instrument to be signed,
manually or in facsimile, by an Issuer Authorized Officer.
Dated: __________, 20__ CITIBANK CREDIT CARD ISSUANCE TRUST
By: CITIBANK (SOUTH DAKOTA), N.A., as
Managing Beneficiary of Citibank Credit Card
Issuance Trust
By: __________________________________
Name:
Title:
3
TRUSTEE'S CERTIFICATE OF AUTHENTICATION
This is one of the Notes designated above and referred to in the within
mentioned Indenture.
Dated: ________ __, 20__ BANKERS TRUST COMPANY, as Trustee under
the Indenture
By: _________________________________
Authorized Signatory
4
[REVERSE OF NOTE]
This Note is one of a duly authorized issue of Notes of the Issuer, designated
as its Series [ ] [Citiseries] Class [B- ] Notes (herein called the "Series [
] [Citiseries] Class [B- ] Notes" or the "Notes"), all issued under an
Indenture, to which Indenture reference is hereby made for a statement of the
respective rights and obligations thereunder of the Issuer, the Trustee and
the Holders of the Notes.
This Note ranks pari passu with all other Class B Notes of the same series,
and this Note is subordinated to all Class A Notes of the same series, as set
forth in the Indenture. This Note is secured to the extent, and by the
collateral, described in the Indenture.
The Issuer will pay interest on overdue interest as set forth in the Indenture
to the extent lawful.
Each Holder by acceptance of this Note, and each owner of a beneficial
interest in this Note by acceptance of a beneficial interest in this Note,
agrees that no recourse may be taken, directly or indirectly, with respect to
the obligations of the Issuer or the Trustee on the Notes or under the
Indenture or any certificate or other writing delivered in connection herewith
or therewith, against the Issuer, the Issuer Trustee, the Banks, the Trustee
or any affiliate, officer, employee or director of any of them, and the
obligation of the Issuer to pay principal of or interest on this Note or any
other amount payable to the Holder of this Note will be subject to Article V
of the Indenture.
Each Holder by acceptance of this Note, and each owner of a beneficial
interest in this Note by acceptance of a beneficial interest in this Note,
agrees that this Note is intended to be debt of the Banks for federal, state
and local income and franchise tax purposes, and agrees to treat this Note
accordingly for all such purposes, unless otherwise required by a taxing
authority.
Each Holder by acceptance of this Note, and each owner of a beneficial
interest in this Note by acceptance of a beneficial interest in this Note,
agrees that it will not at any time institute against the Banks or the Issuer,
or join in any institution against the Banks or the Issuer of, any bankruptcy,
reorganization, arrangement, insolvency or liquidation proceeding, or other
proceedings under any United States federal or state bankruptcy or similar law
in connection with any obligations relating to this Note, the Indenture or any
Derivative Agreement.
This Note and the Indenture will be construed in accordance with and governed
by the laws of the State of New York.
No reference herein to the Indenture and no provision of this Note or of the
Indenture will alter or impair the obligation of the Issuer, which is absolute
and unconditional, to pay the principal of and interest on this Note at the
times, place and rate, and in the coin or currency, herein prescribed.
5
ASSIGNMENT
Social Security or taxpayer I.D. or other identifying number of
assignee:____________________
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto
(name and address of assignee) the within Note and all rights thereunder, and
hereby irrevocably constitutes and appoints ___________________, attorney, to
transfer said Note on the books kept for registration thereof, with full power
of substitution in the premises.
Dated: _________________________*
Signature Guaranteed:
--------------------------
* NOTE: The signature to this assignment must correspond with the name of
the registered owner as it appears on the face of the within Note in
every particular with- out alteration, enlargement or any change
whatsoever.
6
[FORM OF CLASS C NOTE]
SERIES [ ] [CITISERIES] CLASS [C- ] NOTE
$_________ REGISTERED
No. R-__________
CUSIP No. __________
[UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE
DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE ISSUER OR ITS
AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED
IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO.
OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF
DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO.,
HAS AN INTEREST HEREIN. ]
THE PRINCIPAL OF THIS NOTE IS PAYABLE AS SET FORTH HEREIN AND IN THE INDENTURE
REFERRED TO BELOW. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE
AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.
CITIBANK CREDIT CARD ISSUANCE TRUST
SERIES [ ] [CITISERIES] CLASS [C- ] NOTE
CITIBANK CREDIT CARD ISSUANCE TRUST, a trust formed and existing under the
laws of the State of Delaware (including any successor, the "Issuer"), for
value received, hereby promises to pay to CEDE & CO., or its registered
assigns, the principal amount of ______ DOLLARS ($________). The Expected
Principal Payment Date for this Note is [ ]. The Legal Maturity Date for this
Note is [ ].
[The Issuer hereby promises to pay interest on this Note at the rate of [ ]%
per annum on each [ ] and [ ], beginning on [ ], 20[ ], until the principal of
this Note is paid or made available for payment, subject to certain
limitations set forth in the Indenture. Interest will accrue on the principal
amount of this Note outstanding on the preceding Interest Payment Date (after
giving effect to any payments of principal made on the preceding Interest
Payment Date), or with respect to the first Interest Payment Date, from the
date of issuance of this Note. Interest will be computed on the basis of a
360-day year of twelve 30-day months.]*
----------------------
* For fixed rate Notes.
1
[The Issuer hereby promises to pay interest on this Note on each [ ] and [ ],
beginning on [ ], 20[ ], until the principal of this Note is paid or made
available for payment, subject to certain limitations set forth in the
Indenture. Interest will accrue on the outstanding principal amount of this
Note for each interest period from and including the previous Interest Payment
Date to but excluding the then current Interest Payment Date in an amount
equal to (i) the actual number of days in such interest period divided by 360,
(ii) a rate per annum equal to [LIBOR] for such interest period plus [ ]%, and
(iii) the outstanding principal amount of this Note as of the previous
Interest Payment Date (after giving effect to any payments of principal made
on the preceding Interest Payment Date); provided, that the amount of interest
accruing during the interest period from the date of issuance of this Note to
the first Interest Payment Date will be $[ ]. [LIBOR] is defined in the
Indenture.]*
If any Interest Payment Date or Principal Payment Date of this Note falls on a
day that is not a Business Day, the required payment of interest or principal
will be made on the following Business Day.
This Note is one of the Series [ ] [Citiseries] Class [C- ] Notes issued
pursuant to the Indenture, dated as of [ ], 2000 (as amended and otherwise
modified from time to time, the "Indenture") between the Issuer and Bankers
Trust Company, as Trustee. For purposes of this Note, the term "Indenture"
includes any supplemental indenture or Issuer Certificate relating to the
Series [ ] [Citiseries] Class [C- ] Notes. This Note is subject to all of the
terms of the Indenture. All terms used in this Note that are not otherwise
defined herein and that are defined in the Indenture will have the meanings
assigned to them therein.
The principal of and interest on this Note are payable in such coin or
currency of the United States of America as at the time of payment is legal
tender for payment of public and private debts.
Reference is made to the further provisions of this Note set forth on the
reverse hereof, which will have the same effect as though fully set forth on
the face of this Note.
Unless the certificate of authentication hereon has been executed by the
Trustee whose name appears below by manual signature, this Note will not
-------------------------
* For floating rate Notes.
2
be entitled to any benefit under the Indenture, or be valid or obligatory for
any purpose.
IN WITNESS WHEREOF, the Issuer has caused this instrument to be signed,
manually or in facsimile, by an Issuer Authorized Officer.
Dated: __________, 20__ CITIBANK CREDIT CARD ISSUANCE TRUST
By: CITIBANK (SOUTH DAKOTA), N.A., as
Managing Beneficiary of Citibank Credit Card
Issuance Trust
By: __________________________________
Name:
Title:
3
TRUSTEE'S CERTIFICATE OF AUTHENTICATION
This is one of the Notes designated above and referred to in the within
mentioned Indenture.
Dated: ________ __, 20__ BANKERS TRUST COMPANY, as Trustee under
the Indenture
By: _________________________________
Authorized Signatory
4
[REVERSE OF NOTE]
This Note is one of a duly authorized issue of Notes of the Issuer, designated
as its Series [ ] [Citiseries] Class [C- ] Notes (herein called the "Series [
] [Citiseries] Class [C- ] Notes" or the "Notes"), all issued under an
Indenture, to which Indenture reference is hereby made for a statement of the
respective rights and obligations thereunder of the Issuer, the Trustee and
the Holders of the Notes.
This Note ranks pari passu with all other Class C Notes of the same series,
and this Note is subordinated to all Class A Notes and Class B Notes of the
same series, as set forth in the Indenture. This Note is secured to the
extent, and by the collateral, described in the Indenture.
The Issuer will pay interest on overdue interest as set forth in the Indenture
to the extent lawful.
Each Holder by acceptance of this Note, and each owner of a beneficial
interest in this Note by acceptance of a beneficial interest in this Note,
agrees that no recourse may be taken, directly or indirectly, with respect to
the obligations of the Issuer or the Trustee on the Notes or under the
Indenture or any certificate or other writing delivered in connection herewith
or therewith, against the Issuer, the Issuer Trustee, the Banks, the Trustee
or any affiliate, officer, employee or director of any of them, and the
obligation of the Issuer to pay principal of or interest on this Note or any
other amount payable to the Holder of this Note will be subject to Article V
of the Indenture.
Each Holder by acceptance of this Note, and each owner of a beneficial
interest in this Note by acceptance of a beneficial interest in this Note,
agrees that this Note is intended to be debt of the Banks for federal, state
and local income and franchise tax purposes, and agrees to treat this Note
accordingly for all such purposes, unless otherwise required by a taxing
authority.
Each Holder by acceptance of this Note, and each owner of a beneficial
interest in this Note by acceptance of a beneficial interest in this Note,
agrees that it will not at any time institute against the Banks or the Issuer,
or join in any institution against the Banks or the Issuer of, any bankruptcy,
reorganization, arrangement, insolvency or liquidation proceeding, or other
proceedings under any United States federal or state bankruptcy or similar law
in connection with any obligations relating to this Note, the Indenture or any
Derivative Agreement.
This Note and the Indenture will be construed in accordance with and governed
by the laws of the State of New York.
No reference herein to the Indenture and no provision of this Note or of the
Indenture will alter or impair the obligation of the Issuer, which is absolute
and unconditional, to pay the principal of and interest on this Note at the
times, place and rate, and in the coin or currency, herein prescribed.
5
ASSIGNMENT
Social Security or taxpayer I.D. or other identifying number of
assignee:____________________
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto
(name and address of assignee) the within Note and all rights thereunder, and
hereby irrevocably constitutes and appoints ___________________, attorney, to
transfer said Note on the books kept for registration thereof, with full power
of substitution in the premises.
Dated: _________________________*
Signature Guaranteed:
----------------
* NOTE: The signature to this assignment must correspond with the name of
the registered owner as it appears on the face of the within Note in
every particular with- out alteration, enlargement or any change
whatsoever.
6
