EXCHANGE FOR CLASS C INDIVIDUAL NOTE CERTIFICATES Clause Samples

EXCHANGE FOR CLASS C INDIVIDUAL NOTE CERTIFICATES. This Class C Global Note Certificate will be exchanged in whole (but not in part) for duly authenticated and completed individual note certificates ("CLASS C INDIVIDUAL NOTE CERTIFICATES") in substantially the form (subject to completion) set out in the Sixth Schedule (Form of Class C Individual Note Certificate) to the Trust Deed if any of the following events occurs: (a) the Notes become immediately due and repayable by reason of an Event of Default; or (b) DTC at any time notifies the Issuer that it is at any time unwilling or unable to hold the Global Note Certificates or is unwilling or unable to continue as or has ceased to be, a clearing agency registered under the United States Securities and Exchange Act of 1934 and in each case the Issuer is unable to locate a qualified successor within 90 days of receiving such notification; Such exchange shall be effected in accordance with paragraph 7 (Delivery of Class C Individual Note Certificates) below. The Issuer shall notify the Holder of the occurrence of any of the events specified in paragraph (a) and (b) above as soon as practicable thereafter.
EXCHANGE FOR CLASS C INDIVIDUAL NOTE CERTIFICATES. This Class C Global Note Certificate will be exchanged in whole (but not in part) for duly authenticated and completed individual note certificates ("CLASS C INDIVIDUAL NOTE CERTIFICATES") in substantially the form (subject to completion) set out in the Sixth Schedule (FORM OF CLASS C INDIVIDUAL NOTE CERTIFICATE) to the Trust Deed if any of the following events occurs: (a) DTC notifies the Issuer that it is no longer willing or able to discharge properly its responsibilities as depositary with respect to this Class C Global Note Certificate or ceases to be a clearing agency (as defined in the United States Securities Exchange Act of 1934), or is at any time no longer eligible to act as such, and the Issuer is (in the case of DTC ceasing to be a depositary) unable to locate a qualified successor within 90 days of receiving notice of such ineligibility on the part of DTC; (b) Morgan Guaranty Trust Company of New York, Brussels office, as operator of the Euroclear System ("EUROCLEAR") or Clearstream, Luxembourg, societe anonyme ("CLEARSTREAM, LUXEMBOURG") is closed for business for a continuous period of 14 days (other than by reason of legal holidays) or announces an intention permanently to cease business; or (c) any of the circumstances described in Condition [ ] (EVENTS OF DEFAULT) occurs. Such exchange shall be effected in accordance with paragraph 7 (DELIVERY OF CLASS C INDIVIDUAL NOTE CERTIFICATES) below. The Issuer shall notify the Holder of the occurrence of any of the events specified in paragraph (a), (b) and (c) above as soon as practicable thereafter.

Related to EXCHANGE FOR CLASS C INDIVIDUAL NOTE CERTIFICATES

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