Issuing and Paying Agent Sample Clauses
The Issuing and Paying Agent clause designates a third party responsible for managing the issuance and payment processes related to financial instruments, such as bonds or commercial paper. This agent typically handles the distribution of securities to investors, collects payments from the issuer, and ensures timely payment of interest or principal to holders. By appointing an agent to oversee these administrative and financial tasks, the clause ensures efficient transaction processing and reduces the risk of errors or delays in payments.
Issuing and Paying Agent. The Issuer shall provide to the Issuing and Paying Agent in a sufficient quantity, in the case of paragraphs 13.1.2(ii), 13.1.3 and 13.1.4, for distribution among the relevant Agents as required by this Agreement or the Conditions:
13.1.1 executed master Global Notes and Global Certificates to be used from time to time for the purpose of issuing Notes in accordance with Clause 3;
13.1.2 if Definitive Notes in bearer form of any Series are to be issued, (i) such Definitive Notes and any related Coupons, Receipts and Talons, duly executed on behalf of the Issuer, (ii) specimens of such Notes, Coupons, Receipts and Talons and (iii) additional forms of such Notes, Coupons, Receipts and Talons for the purpose of issuing replacements, at least 14 days before the Exchange Date for the relative Global Note (and the Issuing and Paying Agent (or its agent on its behalf) shall authenticate such Definitive Notes immediately before their issue);
13.1.3 all documents (including Exercise Notices and Exchange Notices) required under the Notes or by any stock exchange on which the Notes are listed to be available for issue or inspection during business hours (and the Paying Agents, in the case of Bearer Notes, and the Transfer Agent, in the case of Registered Notes, shall make such documents available for collection or inspection to the Noteholders that are so entitled); and
13.1.4 forms of voting certificates and block voting instructions, together with instructions as to how to complete, deal with and record the issue of such forms (and the Paying Agents, in the case of Bearer Notes, and the Transfer Agent, in the case of Registered Notes, shall make such documents available to the relevant Noteholders and carry out the other functions set out in Schedule 3 of the Trust Deed).
Issuing and Paying Agent. The Issuer shall provide to the Issuing and Paying Agent in a sufficient quantity, in the case of paragraphs 13.1.2(ii), 13.1.3 and 13.1.4, for distribution among the relevant Agents as required by this Agreement or the Conditions:
13.1.1 executed master Global Notes to be used from time to time for the purpose of issuing Notes in accordance with Clause 3 (Issue of Notes and Certificates);
13.1.2 if Definitive Notes in bearer form of any Series are to be issued, (i) such Definitive Notes and any related Coupons and Talons, duly executed on behalf of the Issuer,
Issuing and Paying Agent. The Issuing and Paying Agent is hereby appointed for each Series of ETP Securities as (i) issuing and paying agent, and (ii) paying agent, in each case to undertake and perform the Issuing and Paying Agent duties as set out in this Agreement in accordance with the Conditions and the provisions of this Agreement. The Issuing and Paying Agent hereby accepts such appointment. The Issuing and Paying Agent (and its delegates and successors) shall undertake and perform its duties under this Agreement in and from business establishments in Ireland but not in any other jurisdiction using staff located in Ireland but not in any other jurisdiction.
Issuing and Paying Agent. The Issuer shall provide to the Issuing and Paying Agent in a sufficient quantity, in the case of Clauses 9.1.2(ii), 9.1.3 and 9.1.4, for distribution among the relevant Agents as required by this Agreement or the Conditions:
9.1.1 executed master Global Securities to be used in respect of the relevant Series of ETP Securities for the purpose of issuing ETP Securities of the relevant Series of ETP Securities in accordance with Clause 3, provided that to the extent an executed master Global Security has been delivered to the Issuing and Paying Agent (or any Paying Agent appointed by the Issuing and Paying Agent to act for such purposes on its behalf) for the purposes of issuing ETP Securities of the relevant Series of ETP Securities, such executed master Global Security may be used for issuing the relevant Series of ETP Securities and no further executed master Global Security will need to be delivered under this Agreement;
9.1.2 if Definitive Securities are to be issued, (i) such Definitive Securities duly executed on behalf of the Issuer, (ii) specimens of such Definitive Securities and (iii) additional forms of such Definitive Securities for the purpose of issuing replacements, at least 14 calendar days before the relevant exchange date (if any) for the related Global Security (and the Issuing and Paying Agent (or its agent on its behalf) shall authenticate such Definitive Securities immediately before their issue);
9.1.3 all documents (including all notices) required under the relevant Series of ETP Securities or by the Relevant Stock Exchange to be available for issue or inspection during business hours and the Paying Agents shall make such documents available for collection or inspection to the ETP Securityholders that are so entitled; and
9.1.4 forms of voting certificates, forms of proxy and block voting instructions, together with instructions as to how to complete, deal with and record the issue of such forms and the Paying Agents shall make such documents available to the relevant ETP Securityholders.
Issuing and Paying Agent. In addition to those duties that are more particularly detailed in the Operating Manual, the Issuing and Paying Agent shall in relation to each relevant Class of ETP Securities:
(A) In relation to Form Dealing Orders only:
(1) upon receipt of a Form Dealing Order from an Authorised Participant, perform the validation checks (as set out in the Operating Manual) in a timely manner in relation to the order;
(2) liaise with the relevant Authorised Participant in a timely manner to confirm receipt of Form Dealing Orders and to confirm that such orders are valid;
(3) once a Form Dealing Order is deemed valid, send matching dealing notices in a pre-agreed format to the relevant Swap Provider in a timely manner so that such Swap Provider can upsize or downsize (as applicable) the relevant Swap Transactions;
(4) liaise with the relevant Swap Provider in a timely manner to confirm receipt of a dealing notice and to confirm that such notice has been accepted;
(5) liaise with the relevant Authorised Participant to confirm that dealing notices in respect of Dealing Orders have been accepted by the relevant Swap Provider;
(6) on the first Settlement Business Day following the relevant Subscription Trade Date, upon receipt of the pricing information in relation to the relevant Class of ETP Securities from the Determination Agent, communicate such pricing information to the relevant Authorised Participant;
(7) on the first Settlement Business Day following the relevant Subscription Trade Date, once pricing has been confirmed, send Dealing Orders to the Registrar to issue or redeem the ETP Securities in CREST;
(B) In relation to System Dealing Orders only:
(1) In the event of a System Dealing Order being created and, as a result of a breakdown or other problem with the System, confirmation by the relevant Swap Provider via the System is not possible, in accordance with section 7.1(A)(3) the Issuing and Paying Agent will complete and send to the relevant Swap Provider matching dealing notices, and the provisions of Clauses 7.1(A)(3)-(7) shall apply;
(2) If a System Dealing Order is rejected by the Swap Provider, update the status of the System Dealing Order in the System and add narrative in the System to inform the Authorised Participant of the reason for the rejection;
(3) If a System Dealing Order is neither accepted or rejected by the Swap Provider by 15:00 London time, cancel the System Dealing Order in the System.
(C) liaise with the Registrar in a timely manner to co...
Issuing and Paying Agent. Each Issuer appoints The Bank of New York Mellon, London Branch at its specified office in London as Issuing and Paying Agent and Paying Agent in respect of each Series of Notes and The Bank of New York Mellon, London Branch at its specified office in London as Transfer Agent in respect of each Series of Registered Notes.
Issuing and Paying Agent if the Issuing and Paying Agent is to be the calculation agent, its appointment as such shall be on the terms set out in the Agency Agreement; and
Issuing and Paying Agent. Each Issuer hereby appoints Bankers Trust Company, as Issuing and Paying Agent of the Issuers in respect to the Notes upon the terms and subject to the conditions herein set forth, and Bankers Trust Company hereby accepts such appointment. The Issuing and Paying Agent shall have the powers and authority granted to and conferred upon it in the Notes and this Agreement and such further powers and authority to act on behalf of each Issuer as may be agreed upon by such Issuer and the Issuing and Paying Agent from time to time. All of the terms and provisions with respect to such powers and authority contained in the Notes are subject to and governed by the terms and provisions hereof. Each Issuer further appoints and authorizes Bankers Trust Company, as Issuing and Paying Agent, to act as its Issuing and Paying Agent in executing the Letters of Representations to be delivered to the Depositary, in substantially the forms set forth in Exhibit A hereto. The Issuing and Paying Agent shall at all times be a bank or trust company organized under the laws of the United States or any jurisdiction in the United States and authorized and empowered under such laws to fulfill and perform all the duties and obligations of the Issuing and Paying Agent hereunder. The Issuing and Paying Agent hereby represents that it is a corporation meeting the foregoing requirements and that it shall promptly notify each Issuer of any occurrence or event that renders it unable to continue to make the aforesaid representation.
Issuing and Paying Agent. The Issuer shall provide or shall procure to be provided to, or to the order of, the Issuing and Paying Agent in a sufficient quantity, in the case of clause 14.1(b)(i), 14.1(c)and 14.1(d), for distribution among the relevant Agents and otherwise as required by this Agreement or the Conditions:
(a) executed master Global Certificates to be used from time to time for the purpose of issuing Notes in accordance with clause 3;
(b) if Definitive Notes of any Series are to be issued,
(i) such Definitive Notes, ▇▇▇▇ executed on behalf of the Issuer;
(ii) specimens of such Definitive Notes; and
(iii) additional forms of such Definitive Notes for the purpose of issuing replacements, at least 14 days before the Exchange Date for the relevant Global Certificate (and the Issuing and Paying Agent (or its agent on its behalf) shall authenticate such Definitive Notes immediately before their issue);
(c) all documents (including Exercise Notices and Exchange Notices) required under the Notes or by any professionals’ securities market on which the Notes are listed to be available for issue or inspection during business hours (and the Transfer Agent shall make such documents available for collection or inspection during normal business hours to the Noteholders that are so entitled); and
(d) forms of voting certificates and block voting instructions, together with instructions as to how to complete, deal with and record the issue of such forms (and the Issuing and Paying Agents, and the Transfer Agents shall make such documents available to the relevant Notes and carry out the other functions set out in Schedule 2 of the Principal Trust Deed).
Issuing and Paying Agent. The Issuer shall ensure that the power to appoint and to terminate the appointment of the Issuing and Paying Agent shall at all times be vested in the Issuer. The Issuer may terminate the appointment of the Issuing and Paying Agent by giving at least 60 days' written notice of termination to the Trustee and the Issuing and Paying Agent, provided that (a) such notice shall not expire less than 30 days before or after any due date for payment of any Notes or Coupons, (b) no such notice shall take effect until a new Issuing and Paying Agent has been appointed and (c) the Issuer shall comply with the provisions of paragraph (l) of Clause 15. Notice shall be given to the Noteholders in accordance with Condition 15 within 30 days after any appointment of an Issuing and Paying Agent or no later than the date on which the termination of the appointment of the Issuing and Paying Agent takes effect.