NOTE TRUSTEE Sample Clauses
The Note Trustee clause designates a third-party entity, known as the trustee, to act on behalf of the noteholders in a debt issuance. This trustee is responsible for administering the terms of the notes, such as collecting payments from the issuer and distributing them to investors, and may also enforce the rights of noteholders in the event of default. By centralizing these responsibilities, the clause ensures efficient management of the notes and provides a single point of contact for both the issuer and the noteholders, thereby protecting investors' interests and streamlining communication and enforcement processes.
NOTE TRUSTEE. (a) At any time after:
(i) an Event of Default has occurred in relation to an Offshore Note; or
(ii) Definitive Notes have not been issued when required in accordance with the provisions of the Transaction Documents, the Note Trustee may:
(iii) by notice in writing to the Trustee, the Manager, the Calculation Agent, the Principal Paying Agent and the other Paying Agents (if any) require the Principal Paying Agent, the other Paying Agents and the Calculation Agent either:
(A) to act as Principal Paying Agent, Paying Agent and Calculation Agent, respectively, of the Note Trustee on the terms of this agreement in relation to payments to be made by or on behalf of the Trustee under the terms of the Note Trust Deed, except that the Note Trustee's liability under any provisions of this agreement for the indemnification of the Calculation Agent and the Paying Agents shall be limited to any amount for the time being held by the Note Trustee on the trusts of the Note Trust Deed and which is available to be applied by the Note Trustee for that purpose; and
(B) to hold all Definitive Notes and all amounts, documents and records held by them in respect of the Offshore Notes on behalf of the Note Trustee; or Agency Agreement [Allens Arthur Robinson LOGO] --------------------------------------------------------------------------------
(C) to deliver up all Definitive Notes, and all amounts, documents and records held by them in respect of the Offshore Notes, to the Note Trustee or as the Note Trustee directs in that notice, other than any documents or records which the Calculation Agent or Paying Agent (as the case may be) is obliged not to release by any law or regulation; and
(D) by notice in writing to the Trustee require it to make (or arrange to be made) all subsequent payments in respect of the Offshore Notes to the order of the Note Trustee and not to any Paying Agent and, with effect from the issue of that notice to the Trustee and until that notice is withdrawn clause 2.3 of the Note Trust Deed shall not apply. A payment by the Trustee of its payment obligations on each Payment Date under the Supplementary Terms Notice and the relevant Conditions to the Note Trustee in accordance with paragraph (a)(iii)(D) shall be a good discharge to the Note Trustee to the extent of such payment.
(b) The Note Trustee shall promptly upon request give notice to the Manager, the Trustee, the Security Trustee, the Calculation Agent and the Paying Agents of any change in the Autho...
NOTE TRUSTEE. SIGNED by ) for and on behalf of ) THE BANK OF NEW YORK ) .....................................
NOTE TRUSTEE. For the avoidance of doubt, this provision also applies to any obligation on the Trustee to convert currencies upon termination of each of the Swap Agreements in the event that no replacement Swap Counterparty is appointed ;
NOTE TRUSTEE. The Bank of New York One Canada Square Lo▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ - ▇▇rporate Trust Facsimile: + 44 (0) 20 7964 6061/6399 or to such other address or facsimi▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ have been notified (in accordance with this Clause) to the other party hereto and any notice or demand sent by post as aforesaid shall be deemed to have been given, made or served three days in the case of inland post or seven days in the case of overseas post after despatch and any notice or demand sent by facsimile transmission as aforesaid shall be deemed to have been given, made or served on report of successful transmission.
NOTE TRUSTEE. EXECUTED as a DEED by ) THE BANK OF NEW YORK ) acting by its authorised signatory ) PRINCIPAL PAYING AGENT EXECUTED as a DEED on behalf of ) CITIBANK N.A., a company incorporated ) In the United States of America ) by ) being a person who, in accordance with the laws of that territory, is acting under the authority of the company REGISTRAR EXECUTED as a DEED on behalf of ) CITIBANK N.A., a company incorporated ) In the United States of America ) by ) being a person who, in accordance with the laws of that territory, is acting under the authority of the company TRANSFER AGENT EXECUTED as a DEED on behalf of ) CITIBANK N.A., a company incorporated ) In the United States of America ) by ) being a person who, in accordance with the laws of that territory, is acting under the authority of the company AGENT BANK EXECUTED as a DEED on behalf of ) CITIBANK N.A., a company incorporated ) In the United States of America ) by ) being a person who, in accordance with the laws of that territory, is acting under the authority of the company U.S. PAYING AGENT EXECUTED as a DEED by ) CITIBANK N.A. ) signed for and on its behalf by one of its ) duly authorised attorneys/signatories ) being a person who, in accordance with the laws of that territory, is acting under the authority of the company THE MASTER ISSUER SWAP PROVIDER EXECUTED as a DEED by ) DEUTSCHE BANK AG ) acting by its duly authorised attorney ) By: Name: Witness Signature: Name: Address THE MASTER ISSUER SWAP PROVIDER EXECUTED as a DEED by ) CREDIT SUISSE INTERNATIONAL ) signed for and on its behalf by one of its ) duly authorised attorneys/signatories ) By: Name: Witness Signature: Name: Address THE MASTER ISSUER SWAP PROVIDER EXECUTED as a DEED by ) BARCLAYS BANK PLC ) acting by its duly ) authorised attorney ) By: Name: Witness Signature: Name: Address 48 THE MASTER ISSUER CASH MANAGER EXECUTED as a DEED by ) HALIFAX PLC ) acting by its duly authorised attorney ) By: Name: Witness Signature: Name: Address THE MASTER ISSUER ACCOUNT BANK EXECUTED as a DEED by ) THE GOVERNOR AND COMPANY OF ) THE BANK OF SCOTLAND ) acting by its duly authorised attorney ) By: Name: Witness Signature: Name: Address MASTER ISSUER CORPORATE SERVICES PROVIDER EXECUTED as a DEED by ) STRUCTURED FINANCE MANAGEMENT ) LIMITED ) acting by its duly authorised attorney ) By: Name: Witness Signature: Name: Address 49 NEW MASTER ISSUER SECURED CREDITOR EXECUTED as a DEED by ) [ ] ) acting by ) directors/a director and the secretary ) Direct...
NOTE TRUSTEE. SIGNED by ) /s/ Kate Russell for and on behalf of ) THE BANK OF NEW ▇▇▇▇ )
NOTE TRUSTEE. In making a determination under this Clause 8, the Security Trustee may rely upon a direction from the Note Trustee.
NOTE TRUSTEE not responsible for investigations
NOTE TRUSTEE. 12 7.1 Capacity ...................................................12 7.2 Exercise of rights .........................................12 7.3 Instructions or directions .................................12 7.4 Payments ...................................................12 7.5 Notices ....................................................12 7.6 Bearer Noteholder as Couponholder ..........................12 -------------------------------------------------------------------------------- Page (ii) --------------------------------------------------------------------------------
NOTE TRUSTEE. In acting under and in accordance with this Agreement a Note Trustee shall act in accordance with the relevant Note Indenture and shall seek any necessary instruction from the relevant Noteholders, to the extent provided for, and in accordance with, the relevant Note Indenture, and where it so acts on the instructions of the Noteholders, the Note Trustee shall not incur any liability to any person for so acting other than in accordance with the Note Indenture. Furthermore, prior to taking any action under this Agreement or the relevant Debt Documents, as the case may be, the Note Trustee may reasonably request and rely upon an opinion of counsel or opinion of another qualified expert, at the Parent’s expense, as applicable; provided, however, that any such opinions shall be at the expense of the relevant Noteholders, if such actions are on the instructions of the relevant Noteholders.