Duties of the Fiscal Agent Clause Samples
Duties of the Fiscal Agent. In accordance with the terms and conditions of the Notes and this Agreement or if otherwise requested by the Company, the Fiscal Agent will:
(a) receive requests to effect exchanges of the Global Note to Definitive Notes;
(b) maintain a record of the Global Note and the certificate number or numbers of all Definitive Notes delivered hereunder;
(c) carry out such other acts as may be necessary to give effect to the terms and conditions of the Notes with respect to payment, transfer, cancellation and replacement, including, with respect to Definitive Notes, (i) retaining Forms ▇-▇, ▇-▇▇▇▇, ▇-▇▇▇▇-▇, ▇-▇▇▇▇, W-8IMY or other appropriate tax certification provided by or on behalf of the Noteholders necessary to exempt such Noteholders from withholding tax under the Internal Revenue Code of 1986, as amended, (ii) preparing and mailing to Noteholders and (iii) filing with the U.S. Internal Revenue Service any applicable forms or reports with respect to any payment made by the Fiscal Agent hereunder. The Fiscal Agent shall withhold and remit any withholding tax required to be withheld from any payments to Noteholders who have not supplied the required certification specified in subclause (i) above;
(d) subject to the Company's right of redemption set forth in Clause 8.5 above, if any Note is mutilated or defaced or is apparently destroyed, lost or stolen, replace such Note at a specified office of any Paying Agent, subject to all applicable laws and stock exchange requirements, upon payment by the claimant of the expenses incurred in connection therewith and on such terms and with such indemnity as the Company and the Fiscal Agent may require (mutilated or defaced Notes must be surrendered before replacements will be issued); and
(e) upon and in accordance with the instructions, and at the expense, of the Company received at least 10 days before the proposed publication date, arrange for the publication of any notice which is to be given to the Noteholders and supply a copy thereof to each other Paying Agent, Euroclear, Clearstream and, so long as the Notes are listed thereon, the Irish Stock Exchange plc trading as Euronext Dublin (Euronext Dublin).
Duties of the Fiscal Agent. The Fiscal Agent shall hold in safe custody the unauthenticated Temporary Global Bond and Permanent Global Bond, and all unauthenticated Definitive Bonds and Coupons delivered to it or to its order in accordance with clause 3.1 (Availability) and shall ensure that they are authenticated (in the case of the Temporary Global Bond, the Permanent Global Bond and the Definitive Bonds (if any)) and delivered only in accordance with the terms hereof, of the Conditions and of the Temporary Global Bond or (as the case may be) the Permanent Global Bond. The Fiscal Agent is authorised and instructed by the Issuer to deliver the Temporary Global Bond and the Permanent Global Bond to the Common Safekeeper and to give effectuation instructions in respect of the same. Where the Fiscal Agent delivers any authenticated Temporary Global Bond and Permanent Global Bond to the Common Safekeeper for effectuation using electronic means, it is authorised and instructed to destroy the Temporary Global Bond and Permanent Global Bond retained by it following its receipt of confirmation from the Common Safekeeper that the relevant Temporary Global Bond and Permanent Global Bond have been effectuated.
Duties of the Fiscal Agent. The Fiscal Agent's duties hereunder are (1) to establish and maintain the Enron/Citibank Account with the Account Bank in accordance with Article III below; (2) to effect payments to and from the Enron/Citibank Account from time to time in accordance with Article IV below; (3) to establish and maintain the Claims Register in accordance with Article V below; (4) to give the notices referred to in Section 6.02 below; and (5) to take the other actions, and exercise such other powers, as are required to be taken by it as Fiscal Agent hereunder and under the other Fiscal Agency Documents.
Duties of the Fiscal Agent. The Fiscal Agent undertakes to the Issuer that it will, in connection with the issue of the Notes, perform the duties which are stated to be performed by it in this Agreement.
Duties of the Fiscal Agent. (a) To the extent that the Indenture Trustee is required, pursuant to the terms of this Agreement, to make any P&I Advance, whether as successor Master Servicer or otherwise, and has failed to do so in accordance with the terms hereof, the Fiscal Agent shall make such P&I Advance when and as required by the terms of this Agreement on behalf of the Indenture Trustee as if the Fiscal Agent were the Indenture Trustee hereunder. To the extent that the Fiscal Agent makes a P&I Advance pursuant to this Section 7.01(a), the obligations of the Indenture Trustee under this Agreement in respect of such P&I Advance shall be satisfied. Notwithstanding anything contained in this Agreement to the contrary, all references to the Indenture Trustee and the rights, obligations and benefits of the Indenture Trustee referred to herein, including the right to be reimbursed for any such P&I Advance, with interest as provided herein, shall be deemed those of the Fiscal Agent to the extent of each P&I Advance made by the Fiscal Agent pursuant to this Section 7.01(a).
(b) [Reserved].
(c) The Fiscal Agent shall not be under any obligation to appear in, prosecute or defend any legal action that is not incidental to its duties as Fiscal Agent in accordance with this Agreement, and if it does so appear, prosecute or defend any such legal action, all legal expenses and costs of such action shall be expenses and costs of the Owner Trust, and the Fiscal Agent shall be entitled to be reimbursed therefor from the Collection Account.
Duties of the Fiscal Agent. The Fiscal Agent shall determine the interest amount payable in respect of the Bonds and the relevant Interest Payment Date, all subject to and in accordance with the Conditions. The Fiscal Agent shall perform all other duties expressed to be performed by it in the Conditions and in respect of the Bonds. The Fiscal Agent shall notify the Issuer, the Registrar, the CMU Lodging and Paying Agent and the other Agents and the Bondholders of each Interest Amount and Interest Payment Date as soon as possible after its determination but in no event later than the fourth Business Day thereafter. If the Fiscal Agent does not at any material time for any reason determine and/or publish the interest amount and/or Interest Payment Date in respect of any Interest Period as provided in this Clause and/or make any other determination or calculation or take any action that it is required to do pursuant to the Conditions, it shall forthwith notify the Issuer of such fact.
Duties of the Fiscal Agent. Upon the exercise of any Bail-in Power by the Relevant Resolution Authority, (a) the Fiscal and Paying Agent shall not be required to take any directions from Noteholders, and (b) the Fiscal and Paying Agency Agreement shall impose no duties upon the Fiscal and Paying Agent whatsoever, in each case with respect to the exercise of any Bail-in Power by the Relevant Resolution Authority.
Duties of the Fiscal Agent. ▇▇▇▇ Community College District, as the Fiscal Agent for the Consortium shall be responsible for the following:
a. Act as fiscal agent for the Consortium.
b. Appoint a Bakersfield College representative to serve on the regional advisory board for the Consortium.
c. Report to the Consortium governing board concerning Consortium fiscal activities.
d. Assist Consortium in implementing program fiscal components and in providing administrative in-service regarding postsecondary education.
e. Provide fiscal and technical assistance to Consortium on quarterly reimbursement reporting requirements under the Cal-SOAP Grant.
f. Submit budget information for progress reports to be submitted by the Consortium to the CSAC, on or before due dates provided by the CSAC.
g. Maintain current information regarding Consortium fiscal activities for CSAC visitations and coordinated compliance reviews.
h. Employ appropriate personnel to carry out the requirements of this MOU
i. Through participation on the regional advisory board of the Consortium, assist in the development of a written program plan on an annual basis.
j. Provide Consortium with a Form A, indicating anticipated matching of funds in the form of in-kind, college work-study, and/or cash figures reflecting the level of services provided by Fiscal Agent, on an annual basis.
k. Provide Consortium with a Form B, indicating actual match figures reflecting the level of services provided by Fiscal Agent on a quarterly basis.
l. Invoice CSAC quarterly for services provided under this MOU.
Duties of the Fiscal Agent. In accordance with the terms and conditions of the Notes and this Agreement or if otherwise requested by the Issuer, the Fiscal Agent will:
(a) receive requests to effect exchanges of the Global Notes to Definitive Notes;
(b) maintain a record of the 144A Global Note, the Regulation S Global Note and the certificate number or numbers of all Definitive Notes delivered hereunder;
(c) carry out such other acts as may be necessary to give effect to the terms and conditions of the Notes with respect to payment, transfer, cancellation and replacement, including (i) retaining Forms ▇-▇, ▇-▇▇▇▇, ▇-▇▇▇▇, W-8IMY or other appropriate tax certification provided by or on behalf of the Noteholders necessary to exempt such Noteholders from withholding tax under the Internal Revenue Code of 1986, as amended, (ii) preparing and mailing to Noteholders and (iii) filing with the U.S. Internal Revenue Service any applicable forms or reports with respect to any payment made by the Fiscal Agent hereunder. The Fiscal Agent shall withhold and remit any withholding tax required to be withheld from any payments to Noteholders who have not supplied the required certification specified in clause (i) above.
(d) if any Note is mutilated or defaced or is apparently destroyed, lost or stolen, replace such Note at a specified office of any Paying Agent, subject to all applicable laws and stock exchange requirements, upon payment by the claimant of the expenses incurred in connection therewith and on such terms and with such indemnity as the Issuer and the Fiscal Agent may require (mutilated or defaced Notes must be surrendered before replacements will be issued); and
(e) upon and in accordance with the instructions of the Issuer received at least ten days before the proposed publication date, arrange for the publication of any notice which is to be given to the Noteholders and supply a copy thereof to each other Paying Agent, Euroclear, Clearstream and, so long as the Notes are listed thereon, the Irish Stock Exchange.
Duties of the Fiscal Agent. If and to the extent specified by the Conditions and the terms of this Agreement, or if otherwise requested by the Republic, the Fiscal Agent will:
(a) complete, authenticate and deliver Bearer Global Notes and (if required) complete, authenticate and deliver Definitive Bearer Notes;
(b) exchange Temporary Global Notes for Permanent Global Notes or Definitive Bearer Notes, in accordance with the terms of such Temporary Global Notes;
(c) exchange Permanent Global Notes for Definitive Bearer Notes in accordance with the terms of such Permanent Global Notes;