Common use of AUTHENTICATION AND EXCHANGE OF THE NOTES Clause in Contracts

AUTHENTICATION AND EXCHANGE OF THE NOTES. 3.1 Immediately upon issue, the Issuer shall deliver the duly executed and completed Global Notes to or to the order of the Paying Agent. The Paying Agent is authorised, upon receiving written instructions from the Issuer to do so, to authenticate the Global Notes and deliver them to the Depositary to be held upon the terms of the Deposit Agreement. 3.2 If, in accordance with the applicable Indenture, Definitive Registered Notes of a Tranche are to be issued, the Issuer shall, at least 30 days before the date on which a Global Note may be exchanged for Definitive Registered Notes of such Tranche, cause sufficient Definitive Registered Notes of such Tranche to be executed and delivered to the Paying Agent, together with a written order for the authentication of such Definitive Registered Notes. 3.3 In order to receive the Definitive Registered Notes of a Tranche, the bearer of the Global Note of such Tranche must provide the Paying Agent with a written order containing the instructions and such other information as the Issuer and the Paying Agent may require to complete, execute and deliver the Definitive Registered Notes of such Tranche including the name and address of each person in whose name such Definitive Registered Notes are to be registered. The Paying Agent will provide the Registrar with full details of any Definitive Registered Senior Notes or Definitive Registered Junior Notes, as the case may be, issued so that the Registrar may make the appropriate entries in the Senior Note Register or Junior Note Register, as the case may be, as provided in Clause 10. 3.4 Upon receipt of the documents referred to in Clause 3.2 and Clause 3.3, presentation of the Global Note of a Tranche to the Paying Agent and receipt of the written order of the Issuer, the Paying Agent shall arrange for the authentication and delivery to, or to the order of, the person or persons named in the order referred to in Clause 3.3 of Definitive Registered Notes, of such Tranche, registered in the name or names requested by those person or persons and the Paying Agent shall procure the corresponding reduction of the principal amount of the Global Note of such Tranche in exchange for which the Definitive Registered Notes are issued, by annotation in the relevant Schedule to such Global Note of such Tranche accordingly.