Common use of BAIL-IN ACKNOWLEDGEMENT Clause in Contracts

BAIL-IN ACKNOWLEDGEMENT. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements or understanding between the Issuer or the Guarantor and the Selling Agents, each Selling Agent acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts and agrees to be bound by: (a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the Issuer or the Guarantor to such Selling Agent under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of the BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of the BRRD Liability into shares, other securities or other obligations of the Issuer, the Guarantor or another person (and the issue to or conferral on such Selling Agent of such shares, securities or obligations); (iii) the cancellation of the BRRD Liability; and/or (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; and (b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.

BAIL-IN ACKNOWLEDGEMENT. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements arrangements, or understanding between The Bank of New York ▇▇▇▇▇▇ ▇▇/NV - Luxembourg Branch and each of the Issuer or the Guarantor and the Selling Agentsother parties to this Agreement, each Selling Agent of the other parties to this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts accepts, and agrees to be bound by: (a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of The Bank of New York ▇▇▇▇▇▇ ▇▇/NV - Luxembourg Branch to each of the Issuer or the Guarantor to such Selling Agent other parties under this Agreementagreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of the BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of the BRRD Liability into shares, other securities or other obligations of the Issuer, the Guarantor The Bank of New York ▇▇▇▇▇▇ ▇▇/NV - Luxembourg Branch or another person (person, and the issue to or conferral on such Selling Agent each of the other parties to this Agreement such shares, securities or obligations); (iii) the cancellation of the BRRD Liability; and/or; (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; and; (b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.; and (c) capitalized terms used in this Article and not otherwise defined in this Agreement shall have the following meanings:

BAIL-IN ACKNOWLEDGEMENT. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements arrangements, or understanding between The Bank of New York ▇▇▇▇▇▇ ▇▇/NV - Luxembourg Branch and each of the Issuer or the Guarantor and the Selling Agentsother parties to this Agreement, each Selling Agent of the other parties to this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts accepts, and agrees to be bound by: (a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of The Bank of New York ▇▇▇▇▇▇ ▇▇/NV - Luxembourg Branch to each of the Issuer or the Guarantor to such Selling Agent other parties under this Agreementagreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of the BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of the BRRD Liability into shares, other securities or other obligations of the Issuer, the Guarantor The Bank of New York ▇▇▇▇▇▇ ▇▇/NV - Luxembourg Branch or another person (person, and the issue to or conferral on such Selling Agent each of the other parties to this Agreement such shares, securities or obligations); (iii) the cancellation of the BRRD Liability; and/or; (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; and; (b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.; and (c) capitalized terms used in this Section and not otherwise defined in this Agreement shall have the following meanings: