Common use of Issuing and Paying Agent Clause in Contracts

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. Each The Issuer hereby appoints Bankers Trust Company, as Issuing and Paying Agent of the Issuers Issuer 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 the Issuer as may be agreed upon by such the 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 The 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 bank or trust company meeting the foregoing requirements and that it shall promptly notify each the Issuer of any occurrence or event that renders it unable to continue to make the aforesaid representation.