Common use of RECORDS AND CERTIFICATES Clause in Contracts

RECORDS AND CERTIFICATES. (1) The Fiscal Agent shall (a) keep a full and complete record of all Notes and Coupons (other than serial numbers of Coupons) and of their redemption and/or purchase by or on behalf of the Issuer, the Guarantor or any of the Guarantor's other Subsidiaries, cancellation or payment (as the case may be) and of all replacement Notes or Coupons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes or Coupons and (b) in respect of the Coupons of each maturity, retain until the expiry of ten years from the Relevant Date in respect of the Coupons either all paid Coupons of that maturity or a list of the serial numbers of Coupons of that maturity still remaining unpaid. The Fiscal Agent shall during normal business hours make the records and Coupons (if any) available to the Issuer and the Guarantor. (2) The Fiscal Agent shall give to the Issuer and the Guarantor, as soon as possible and in any event within four months after the date of redemption, purchase, payment or replacement of a Note or Coupon (as the case may be), a certificate stating (a) the aggregate principal amount of Notes which have been redeemed and the aggregate amount in respect of Coupons which have been paid, (b) the serial numbers of those Notes in definitive form, (c) the total number by maturity date of those Coupons, (d) the aggregate principal amounts of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor or any of the Guarantor's other Subsidiaries and cancelled (subject to delivery of the Notes to the Fiscal Agent) and the serial numbers of such Notes in definitive form and the total number by maturity date of the Coupons attached to or surrendered with the purchased Notes, (e) the aggregate principal amounts of Notes and the aggregate amounts in respect of Coupons which have been surrendered and replaced and the serial numbers of those Notes in definitive form and the total number by maturity date of those Coupons surrendered therewith and (f) the total number by maturity date of unmatured Coupons missing from Notes which have been redeemed or surrendered and replaced and the serial numbers of the Notes in definitive form to which the missing unmatured Coupons appertained.

Appears in 1 contract

Sources: Agency Agreement (PCCW LTD)

RECORDS AND CERTIFICATES. (1) The Fiscal Agent shall (a) keep a full and complete record of all Notes Bonds and Coupons (other than serial numbers of Coupons) and of their redemption and/or purchase by or on behalf of the Issuerredemption, the Guarantor or any of the Guarantor's other Subsidiariescancellation, cancellation destruction or payment (as the case may be) and of all replacement Notes Bonds or Coupons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes Bonds or Coupons and (b) in respect of the Coupons of each maturity, retain until the expiry of ten years from the Relevant Date in respect of the Coupons either all paid Coupons of that maturity or a list of the serial numbers of Coupons of that maturity still remaining unpaidCoupons. The Fiscal Agent shall during normal business hours at all reasonable times make the records and Coupons (if any) available to the Issuer and the Guarantor. (2) The Fiscal Agent shall give to the Issuer and the Guarantor, as soon as possible and in any event within four months one month after the date end of the fiscal quarter during which the redemption, purchase, payment or replacement of a Note Bond or Coupon (as the case may be)) occurred, a certificate stating (a) the aggregate principal amount of Notes Bonds which have been redeemed and the aggregate amount in respect of Coupons which have been paid, (b) the serial numbers of those Notes Bonds in definitive form, (c) the total number of each denomination by maturity date of those Coupons, (d) the aggregate principal amounts of Notes Bonds (if any) which have been purchased by or on behalf of the Issuer, Issuer or the Guarantor or any of the Guarantor's other Subsidiaries and cancelled (subject to delivery of the Notes Bonds to the Fiscal Agent) and the serial numbers of such Notes Bonds in definitive form and the total number of each denomination by maturity date of the Coupons attached to or surrendered with the purchased Notes, Bonds (e) the aggregate principal amounts of Notes Bonds and the aggregate amounts in respect of Coupons which have been surrendered and replaced and the serial numbers of those Notes Bonds in definitive form and the total number of each denomination by maturity date of those Coupons surrendered therewith and (f) the total number of each denomination by maturity date of unmatured Coupons missing from Notes Bonds which have been redeemed or surrendered and replaced and the serial numbers of the Notes Bonds in definitive form to which the missing unmatured Coupons appertained.

Appears in 1 contract

Sources: Fiscal Agency Agreement (Milacron Inc)

RECORDS AND CERTIFICATES. (1a) The Fiscal Agent shall (ai) keep a full and complete record of all Notes and Coupons (other than serial numbers of Coupons) and of their redemption and/or purchase by or on behalf of the Issuerredemption, the Guarantor or any of the Guarantor's other Subsidiariespurchase, cancellation or payment (as the case may be) and of all replacement Notes or Coupons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes or Coupons and (bii) in respect of the Coupons of each maturityCoupons, retain until the expiry of ten five years from the Relevant Date (as defined in Condition 15) in respect of the such Coupons either all paid Coupons of that maturity or a list of the serial numbers total number of Coupons of that maturity still remaining unpaid. The Fiscal Agent shall during normal business hours at all reasonable times make the such records and Coupons (if any) available to the Issuer and the GuarantorCompany. (2b) The Fiscal Agent shall give to the Issuer and the Guarantor, as soon as possible and in any event within four months after the date of redemption, purchase, payment or replacement of a Note or Coupon (as the case may be), a A certificate stating (ai) the aggregate principal amount amounts of Notes which have been redeemed and the aggregate amount amounts in respect of Coupons which have been paid, (bii) the serial numbers of such Notes, (iii) the total numbers of each denomination of such Coupons, (iv) the serial numbers of those Notes in definitive form, (c) the total number by maturity date of those Coupons, (d) the aggregate principal amounts of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor Company or any of the Guarantor's other its Subsidiaries and cancelled (subject to delivery of the Notes thereof to the Fiscal Agent) and the serial numbers of such Notes in definitive form and the total number by maturity date of the Coupons attached to thereto or surrendered with the purchased Notes, therewith and (ev) the aggregate principal amounts of Notes and the aggregate amounts in respect of Coupons which have been surrendered and replaced and the serial numbers of those such Notes in definitive form and the total number numbers by maturity date of those such Coupons surrendered therewith shall be given to the Company by the Fiscal Agent as soon as possible and (f) in any event within three months after the total number by maturity date of unmatured Coupons missing from Notes which have been redeemed such redemption, purchase, payment or surrendered and replaced and replacement (as the serial numbers case may be). (c) The Fiscal Agent shall submit (on behalf of the Notes Company) such reports or information as may be required from time to time by applicable law, regulations and guidelines in definitive form to which the missing unmatured Coupons appertainedconnection with this Agreement.

Appears in 1 contract

Sources: Fiscal and Paying Agency Agreement (General Motors Corp)

RECORDS AND CERTIFICATES. (1) 15.1 The Fiscal Agent shall (a) keep a full and complete record of all Notes Notes, Coupons and Coupons Talons (other than serial numbers of CouponsCoupons or Talons) and of their redemption and/or purchase by or on behalf of the Issuer, the Guarantor Issuer or any of the GuarantorIssuer's other Subsidiaries, cancellation or payment (as the case may be) and of all replacement Notes Notes, Coupons or Coupons Talons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes Notes, Coupons or Coupons Talons and (b) in respect of the Coupons of each maturity, retain until the expiry of ten five years from the Relevant Date in respect of the Coupons either all paid Coupons of that maturity or a list of the serial numbers of Coupons of that maturity still remaining unpaid. The Fiscal Agent shall during normal business hours at all reasonable times make the records and Coupons (if any) available to the Issuer and the GuarantorIssuer. (2) 15.2 The Fiscal Agent shall shall, upon request, give to the Issuer and the GuarantorIssuer, as soon as possible and in any event within four months after the date of redemption, purchase, payment or replacement of a Note Note, Coupon or Coupon Talon (as the case may be), a certificate stating (a) the aggregate nominal amount and principal amount of Notes which have been redeemed and the aggregate amount in respect of Coupons and Talons which have been paid, (b) the serial numbers of those Notes in definitive form, (c) the total number of each denomination by maturity date of those CouponsCoupons and Talons, (d) the aggregate nominal amounts and principal amounts of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor or any of the GuarantorIssuer's other Subsidiaries and cancelled (subject to delivery of the Notes to the Fiscal Agent) and the serial numbers of such Notes in definitive form and the total number of each denomination by maturity date of the Coupons and Talons attached to or surrendered with the purchased Notes, and (e) the aggregate nominal amounts and principal amounts of Notes and the aggregate amounts in respect of Coupons and Talons which have been surrendered and replaced and the serial numbers of those Notes in definitive form and the total number of each denomination by maturity date of those the Coupons and Talons surrendered therewith and (f) the total number of each denomination by maturity date of unmatured Coupons and unexchanged Talons missing from Notes which have been redeemed or surrendered and replaced and the serial numbers of the Notes in definitive form to which the missing unmatured Coupons and unexchanged Talons appertained.

Appears in 1 contract

Sources: Agency Agreement

RECORDS AND CERTIFICATES. (1) 13.1 The Fiscal Agent shall (a) keep a full and complete record of all Notes and Coupons (other than serial numbers of Coupons) and of their redemption and/or purchase by or on behalf of the Issuer, the Guarantor or any of the Guarantor's other Subsidiariesredemption, cancellation or payment (as the case may be) and of all replacement Notes or Coupons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes or Coupons and (b) in respect of the Coupons of each maturity, retain until the expiry of ten five years from the Relevant Date relevant date in respect of the Coupons either all paid Coupons of that maturity or a list of the serial numbers of Coupons of that maturity still remaining unpaid. The Fiscal Agent shall during normal business hours at all reasonable times make the records and Coupons (if any) available to the Issuer and the GuarantorIssuer. (2) 13.2 The Fiscal Agent shall (i) instruct Euroclear and Clearstream, Luxembourg to make appropriate entries in their records to reflect all cancellations of Notes represented by a Global Note in accordance with Clause 13.1 above and (ii) give to the Issuer and the GuarantorIssuer, as soon as possible and in any event within four months after the date of redemption, purchase, payment or replacement of a Note or Coupon (as the case may be), a certificate stating (a) the aggregate principal nominal amount of Notes which have been redeemed and the aggregate amount in respect of Coupons which have been paid, (b) the serial numbers of those Definitive Notes in definitive form, if any; (c) the total number of each denomination by maturity date of those Coupons, (d) the aggregate principal nominal amounts of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor Issuer or any of the Guarantor's other its Subsidiaries and cancelled (subject to delivery of the Notes to the Fiscal Agent) and the serial numbers of such Definitive Notes in definitive form and the total number of each denomination by maturity date of the Coupons attached to or surrendered with the purchased ▇▇▇▇▇▇▇ ▇▇ Notes, (e) the aggregate principal nominal amounts of Notes and the aggregate amounts in respect respec t of Coupons which have been surrendered and replaced and the serial numbers of those Definitive Notes in definitive form and the total number of each denomination by maturity date of those Coupons surrendered therewith and (f) the total number of each denomination by maturity date of unmatured Coupons missing from Notes which have been redeemed or surrendered and replaced and the serial numbers of the Notes in definitive form to which the missing unmatured Coupons appertained. 13.3 The Fiscal Agent shall only be required to comply with its obligations under this Clause 13 in respect of Notes surrendered for cancellation following a purchase of the same by the Issuer or by any of its Subsidiaries to the extent that it has been informed by the Issuer of such purchases in accordance with Clause11.1 above.

Appears in 1 contract

Sources: Agency Agreement

RECORDS AND CERTIFICATES. (1) 13.1 The Fiscal Agent shall (a) keep a full and complete record of all Notes and Coupons (other than serial numbers of Coupons) and of their redemption and/or purchase by or on behalf of the Issuer, the Guarantor or any of the Guarantor's other Subsidiariesredemption, cancellation or payment (as the case may be) and of all replacement Notes or Coupons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes or Coupons and (b) in respect of the Coupons of each maturity, retain until the expiry of ten five years from the Relevant Date relevant date in respect of the Coupons either all paid Coupons of that maturity or a list of the serial numbers of Coupons of that maturity still remaining unpaid. The Fiscal Agent shall during normal business hours at all reasonable times make the records and Coupons (if any) available to the Issuer and the GuarantorIssuer. (2) 13.2 The Fiscal Agent shall (i) instruct Euroclear and Clearstream, Luxembourg to make appropriate entries in their records to reflect all cancellations of Notes represented by a Global Note in accordance with Clause 13.1 above and (ii) give to the Issuer and the GuarantorIssuer, as soon as possible and in any event within four months after the date of redemption, purchase, payment or replacement of a Note or Coupon (as the case may be), a certificate stating (a) the aggregate principal nominal amount of Notes which have been redeemed and the aggregate amount in respect of Coupons which have been paid, (b) the serial numbers of those Notes in definitive formDefinitive Notes, if any; (c) the total number of each denomination by maturity date of those Coupons, (d) the aggregate principal nominal amounts of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor Issuer or any of the Guarantor's other its Subsidiaries and cancelled (subject to delivery of the Notes to the Fiscal Agent) and the serial numbers of such Definitive Notes in definitive form and the total number of each denomination by maturity date of the Coupons attached to or surrendered with the purchased Notes, (e) the aggregate principal nominal amounts of Notes and the aggregate amounts in respect of Coupons which have been surrendered and replaced and the serial numbers of those Definitive Notes in definitive form and the total number of each denomination by maturity date of those Coupons surrendered therewith and (f) the total number of each denomination by maturity date of unmatured Coupons missing from Notes which have been redeemed or surrendered and replaced and the serial numbers of the Notes in definitive form to which the missing unmatured Coupons appertained. 13.3 The Fiscal Agent shall only be required to comply with its obligations under this Clause 13 in respect of Notes surrendered for cancellation following a purchase of the same by the Issuer or by any of its Subsidiaries to the extent that it has been informed by the Issuer of such purchases in accordance with Clause11.1 above.

Appears in 1 contract

Sources: Agency Agreement

RECORDS AND CERTIFICATES. (1) 13.1 The Fiscal Principal Paying Agent shall (a) keep a full and complete record of all Notes and Coupons (other than serial numbers of Coupons) and of their redemption and/or purchase by or on behalf of the Issuer, the Guarantor or any of the Guarantor's other Subsidiariesredemption, cancellation or payment (as the case may be) and of all replacement Notes or Coupons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes or Coupons and (b) in respect of the Coupons of each maturity, retain until the expiry of ten five years from the Relevant Date relevant date in respect of the Coupons either all paid Coupons of that maturity or a list of the serial numbers of Coupons of that maturity still remaining unpaid. The Fiscal Principal Paying Agent shall during normal business hours at all reasonable times make the records and Coupons (if any) available to the Issuer and the GuarantorIssuer. (2) 13.2 The Fiscal Principal Paying Agent shall (i) instruct Euroclear and Clearstream, Luxembourg to make appropriate entries in their records to reflect all cancellations of Notes represented by a Global Note in accordance with Clause 13.1 above and (ii) give to the Issuer and the GuarantorIssuer, as soon as possible and in any event within four months after the date of redemption, purchase, payment or replacement of a Note or Coupon (as the case may be), a certificate stating (a) the aggregate principal nominal amount of Notes which have been redeemed and the aggregate amount in respect of Coupons which have been paid, (b) the serial numbers of those Notes in definitive formDefinitive Notes, if any; (c) the total number of each denomination by maturity date of those Coupons, (d) the aggregate principal nominal amounts of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor Issuer or any of the Guarantor's other its Subsidiaries and cancelled (subject to delivery of the Notes to the Fiscal Principal Paying Agent) and the serial numbers of such Definitive Notes in definitive form and the total number of each denomination by maturity date of the Coupons attached to or surrendered with the purchased Notes, (e) the aggregate principal nominal amounts of Notes and the aggregate amounts in respect of Coupons which have been surrendered and replaced and the serial numbers of those Definitive Notes in definitive form and the total number of each denomination by maturity date of those Coupons surrendered therewith and (f) the total number of each denomination by maturity date of unmatured Coupons missing from Notes which have been redeemed or surrendered and replaced and the serial numbers of the Notes in definitive form to which the missing unmatured Coupons appertained. 13.3 The Principal Paying Agent shall only be required to comply with its obligations under this Clause 13 in respect of Notes surrendered for cancellation following a purchase of the same by the Issuer or by any of its Subsidiaries to the extent that it has been informed by the Issuer of such purchases in accordance with Clause11.1 above.

Appears in 1 contract

Sources: Agency Agreement

RECORDS AND CERTIFICATES. (1) ‌ 15.1 The Fiscal Principal Paying Agent shall shall: (a) keep a full and complete record of all Notes (including their denomination) and Coupons (other than serial numbers of Coupons) and of their redemption and/or redemption, purchase by or on behalf of the Issuer, the Guarantor Issuer or any of the Guarantor's other Subsidiariesits Subsidiaries and cancellation, cancellation payment or payment exchange (as the case may be) and of all replacement Notes or Coupons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes or Coupons and Coupons; and (b) in respect of the Coupons of each maturity, retain until the expiry of ten 10 years from the Relevant relevant Interest Payment Date in respect of the such Coupons either all paid Coupons of that maturity or a list of the serial numbers of Coupons of that maturity still remaining unpaid. The Fiscal Principal Paying Agent shall at all reasonable times during normal business hours make the records and Coupons (if any) lists to be kept or retained by it pursuant to this Clause 15.1 available to the Issuer and the GuarantorTrustee. (2) 15.2 The Fiscal Principal Paying Agent shall give to the Issuer and the GuarantorTrustee, as soon as possible and in any event within four months after the date of redemption, purchasepurchase and cancellation, payment or replacement of a Note or Coupon (as the case may be), a certificate stating stating: (a) the aggregate principal amount of Notes which have been redeemed and the aggregate amount amounts in respect of Coupons which have been paid, ; (b) the serial numbers of those Notes in definitive form, Notes; (c) the total number of each denomination by maturity date of those Coupons, ; (d) the aggregate amount of interest paid (and the due dates of the payments) on each Global Note; (e) the aggregate principal amounts of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor Issuer or any of the Guarantor's other its Subsidiaries and cancelled (subject to delivery of the Notes to the Fiscal Principal Paying Agent) and the serial numbers of such Notes in definitive form and the total number of each denomination by maturity date of the Coupons attached to or surrendered with the purchased Notes, ; (ef) the aggregate principal amounts of Notes and the aggregate amounts in respect of Coupons which have been surrendered and replaced and the serial numbers of those Notes in definitive form and the total number of each denomination by maturity date of those the Coupons surrendered therewith and therewith; and (fg) the total number of each denomination by maturity date of unmatured Coupons missing from Notes in definitive form which have been redeemed or surrendered and replaced and the serial numbers of the Notes in definitive form to which the missing unmatured Coupons appertainedappertained.‌‌ 15.3 The Principal Paying Agent shall only be required to comply with its obligations under this Clause 15 in respect of Notes surrendered for cancellation following a purchase of the same by the Issuer or any of its Subsidiaries to the extent that it has been informed by the Issuer of such purchases in accordance with Clause 13.1 above.

Appears in 1 contract

Sources: Agency Agreement

RECORDS AND CERTIFICATES. (1) 14.1 The Fiscal Principal Paying Agent shall shall: (a) keep a full and complete record of all Notes and Coupons (other than serial numbers of Coupons) and of their redemption and/or redemption, purchase by or on behalf of the Issuer, the Guarantor Guarantors or any of the Guarantor's Issuer’s other Subsidiaries, cancellation or payment (as the case may be) and of all replacement Notes or Coupons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes or Coupons and of the exchange of interests in the Temporary Global Note for interests in the Permanent Global Note and interests in a Global Note for definitive Notes (if any); and (b) in respect of the Coupons of each maturity, retain until the expiry of ten 10 years from the Relevant Date in respect of the such Coupons either all paid Coupons of that maturity or a list of the serial numbers of Coupons of that maturity still remaining unpaid. The Fiscal Principal Paying Agent shall during normal business hours at all reasonable times make the records and Coupons (if any) available to the Issuer Issuer, the Guarantors and the GuarantorTrustee; and (c) make such records available for inspection at all reasonable times by the Issuer, the Guarantors and the Trustee. (2) 14.2 The Fiscal Principal Paying Agent shall give to the Issuer Issuer, the Guarantors and the GuarantorTrustee, as soon as possible and in any event within four three months after the date of redemption, purchase, payment or replacement of a Note or Coupon (as the case may be), a certificate stating stating: (a) the aggregate principal amount of Notes which have been redeemed and the aggregate amount in respect of Coupons which have been paid, ; (b) the serial numbers of those Notes in definitive form, ; (c) the total number of each denomination by maturity date of those Coupons, ; (d) the aggregate amount of interest paid (and the due dates of the payments) on each Global Note; (e) the aggregate principal amounts of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor Guarantors or any of the Guarantor's Issuer’s other Subsidiaries and cancelled (subject to delivery of the Notes to the Fiscal Principal Paying Agent) and the serial numbers of such Notes in definitive form and the total number of each denomination by maturity date of the Coupons attached to or surrendered with the purchased Notes, ; (ef) the aggregate principal amounts of Notes and the aggregate amounts in respect of Coupons which have been surrendered and replaced and the serial numbers of those Notes in definitive form and the total number of each denomination by maturity date of those the Coupons surrendered therewith and therewith; and (fg) the total number of each denomination by maturity date of unmatured Coupons missing from Notes in definitive form which have been redeemed or surrendered and replaced and the serial numbers of the Notes in definitive form to which the missing unmatured Coupons appertained. 14.3 The Principal Paying Agent shall only be required to comply with its obligations under this clause 14 in respect of Notes surrendered for cancellation following a purchase of the same by the Issuer, the Guarantors or by any of the Issuer’s other Subsidiaries to the extent that it has been informed by the Issuer of such purchases in accordance with clause 12.1 above.

Appears in 1 contract

Sources: Paying Agency Agreement (Luxottica Group Spa)

RECORDS AND CERTIFICATES. (1) The Fiscal Agent shall shall: (a) keep a full and complete record of all Notes and Coupons (other than serial numbers of Coupons) and of their redemption and/or purchase by or on behalf of the Issuer, the Guarantor Issuer or any of the Guarantor's its respective subsidiaries (other Subsidiariesthan purchases, cancellation or payment (as the case may be) and of all replacement Notes or Coupons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes or Coupons and Coupons; and (b) in respect of the Coupons of each maturity, retain until the expiry of ten years from the Relevant Date in respect of the Coupons either all paid Coupons of that maturity or a list of the serial numbers of Coupons of that maturity still remaining unpaid. The Fiscal Agent shall during normal business hours at all reasonable times make the records and Coupons (if any) available to the Issuer and the GuarantorIssuer. (2) The Fiscal Agent shall give to the Issuer and the GuarantorIssuer, as soon as possible and in any event within four months after of the date of redemption, purchase, payment or replacement of a Note or Coupon (as the case may be), a certificate stating stating: (a) the aggregate principal amount of Notes which have been redeemed and the aggregate amount in respect of Coupons which have been paid, ; (b) the serial numbers of those Notes in definitive form, ; (c) the total number of each denomination by maturity date of those Coupons, ; (d) the aggregate principal amounts of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor or any of the Guarantor's other Subsidiaries its respective subsidiaries and cancelled (subject to delivery of the Notes to the Fiscal Agent) and the serial numbers of such Notes in definitive form and the total number of each denomination by maturity date of the Coupons attached to or surrendered with the purchased Notes, ; (e) the aggregate principal amounts of Notes and the aggregate amounts in respect of Coupons which have been surrendered and replaced and the serial numbers of those Notes in definitive form and the total number of each denomination by maturity date of those the Coupons surrendered therewith and therewith; and (f) the total number of each denomination by maturity date of unmatured Coupons missing from Notes which have been redeemed or surrendered and replaced and the serial numbers of the Notes in definitive form to which the missing unmatured Coupons appertained.

Appears in 1 contract

Sources: Agency Agreement (Claiborne Liz Inc)

RECORDS AND CERTIFICATES. (1) 13.1 The Fiscal Agent shall (a) keep a full and complete record of all Notes and Coupons (other than serial numbers of Coupons) and of their redemption and/or purchase by or on behalf of the Issuerredemption, the Guarantor or any of the Guarantor's other Subsidiarieswrite-down, cancellation or payment (as the case may be) and of all replacement Notes or Coupons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes or Coupons and (b) in respect of the Coupons of each maturity, retain until the expiry of ten five years from the Relevant Date relevant date in respect of the Coupons either all paid Coupons of that maturity or a list of the serial numbers of Coupons of that maturity still remaining unpaid. The Fiscal Agent shall during normal business hours at all reasonable times make the records and Coupons (if any) available to the Issuer and the GuarantorIssuer. (2) 13.2 The Fiscal Agent shall (i) instruct Euroclear and Clearstream, Luxembourg to make appropriate entries in their records to reflect all cancellations of Notes represented by a Global Note in accordance with Clause 13.1 above and (ii) give to the Issuer and the GuarantorIssuer, as soon as possible and in any event within four months after the date of redemption, purchase, payment or replacement of a Note or Coupon (as the case may be), a certificate stating (a) the aggregate principal amount Prevailing Principal Amount of Notes which have been redeemed and the aggregate amount in respect of Coupons which have been paid, (b) the serial numbers of those Notes in definitive formDefinitive Notes, if any; (c) the total number of each denomination by maturity date of those Coupons, (d) the aggregate principal amounts Prevailing Principal Amounts of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor Issuer or any of the Guarantor's other its Subsidiaries and cancelled (subject to delivery of the Notes to the Fiscal Agent) and the serial numbers of such Definitive Notes in definitive form and the total number of each denomination by maturity date of the Coupons attached to or surrendered with the purchased Notes, (e) the aggregate principal amounts Prevailing Principal Amounts of Notes and the aggregate amounts in respect of Coupons which have been surrendered and replaced and the serial numbers of those Definitive Notes in definitive form and the total number of each denomination by maturity date of those Coupons surrendered therewith and (f) the total number of each denomination by maturity date of unmatured Coupons missing from Notes which have been redeemed or surrendered and replaced and the serial numbers of the Notes in definitive form to which the missing unmatured Coupons appertained. 13.3 The Fiscal Agent shall only be required to comply with its obligations under this Clause 13 in respect of Notes surrendered for cancellation following a purchase of the same by the Issuer or by any of its Subsidiaries to the extent that it has been informed by the Issuer of such purchases in accordance with Clause11.1 above.

Appears in 1 contract

Sources: Agency Agreement

RECORDS AND CERTIFICATES. (1) 13.1 The Fiscal Agent shall (a) keep a full and complete record of all Notes and Coupons (other than serial numbers of Coupons) and of their redemption and/or purchase by or on behalf of the Issuer, the Guarantor or any of the Guarantor's other Subsidiariesredemption, cancellation or payment (as the case may be) and of all replacement Notes or Coupons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes or Coupons and (b) in respect of the Coupons of each maturity, retain until the expiry of ten five years from the Relevant Date relevant date in respect of the Coupons either all paid Coupons of that maturity or a list of the serial numbers of Coupons of that maturity still remaining unpaid. The Fiscal Agent shall during normal business hours at all reasonable times make the records and Coupons (if any) available to the Issuer and the GuarantorIssuer. (2) 13.2 The Fiscal Agent shall (i) instruct Euroclear and Clearstream, Luxembourg to make appropriate entries in their records to reflect all cancellations of Notes represented by a Global Note in accordance with Clause 13.1 above and (ii) give to the Issuer and the GuarantorIssuer, as soon as possible and in any event within four months after the date of redemption, purchase, payment or replacement of a Note or Coupon (as the case may be), a certificate stating (a) the aggregate principal nominal amount of Notes which have been redeemed and the aggregate amount in respect of Coupons which have been paid, (b) the serial numbers of those Notes in definitive formDefinitive Notes, if any; (c) the total number of each denomination by maturity date of those Coupons, (d) the aggregate principal nominal amounts of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor Issuer or any of the Guarantor's other its Subsidiaries and cancelled (subject to delivery of the Notes to the Fiscal Agent) and the serial numbers of such Definitive Notes in definitive form and the total number of each denomination by maturity date of the Coupons attached to or surrendered with the purchased Notes, (e) the aggregate principal nominal amounts of Notes and the aggregate amounts in respect respec t of Coupons which have been surrendered and replaced and the serial numbers of those Definitive Notes in definitive form and the total number of each denomination by maturity date of those Coupons surrendered therewith and (f) the total number of each denomination by maturity date of unmatured Coupons missing from Notes which have been redeemed or surrendered and replaced and the serial numbers of the Notes in definitive form to which the missing unmatured Coupons appertained. 13.3 The Fiscal Agent shall only be required to comply with its obligations under this Clause 13 in respect of Notes surrendered for cancellation following a purchase of the same by the Issuer or by any of its Subsidiaries to the extent that it has been informed by the Issuer of such purchases in accordance with Clause11.1 above.

Appears in 1 contract

Sources: Agency Agreement

RECORDS AND CERTIFICATES. (1) 13.1 The Fiscal Agent shall (a) keep a full and complete record of all Notes and Coupons (other than serial numbers of Coupons) and of their redemption and/or purchase by or on behalf of the Issuer, the Guarantor Issuer or any of the Guarantor's other its Subsidiaries, cancellation or payment (as the case may be) and of all replacement Notes or Coupons issued in substitution for lost, stolen, mutilated, defaced or destroyed Notes or Coupons and (b) in respect of the Coupons of each maturity, retain until the expiry of ten years from the Relevant Date in respect of the Coupons either all paid Coupons of that maturity or a list of the serial numbers of Coupons of that maturity still remaining unpaid. The Fiscal Agent shall at its specified office during normal business hours on any weekday (excluding Saturdays, Sundays and public holidays) make the records and Coupons (if any) available to the Issuer and the GuarantorIssuer. (2) 13.2 The Fiscal Agent shall (i) instruct Euroclear and Clearstream, Luxembourg to make appropriate entries in their records to reflect all cancellations of Notes represented by a Global Note in accordance with clause 11.1 above and (ii) give to the Issuer, within one month after receiving written notice from the Issuer and the Guarantor, as soon as possible and in any event within four months after of the date of redemption, purchase, payment or replacement of a Note or Coupon (as the case may be)redemption and/or purchase and applicable record date, a certificate stating (a) the aggregate principal amount of Notes which have been redeemed and the aggregate amount in respect of Coupons which have been paid, (b) the serial numbers of those Notes in definitive form, (c) the total number of each denomination by maturity date of those Coupons, (d) the aggregate principal amounts of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor Issuer or any of the Guarantor's other its Subsidiaries and cancelled (subject to delivery of the Notes to the Fiscal Agent) and the serial numbers of such Notes in definitive form and the total number of each denomination by maturity date of the Coupons attached to or surrendered with the purchased Notes, (e) the aggregate principal amounts of Notes and the aggregate amounts in respect of Coupons which have been surrendered and replaced and and, in each case, the serial numbers of those Notes in definitive form and the total number of each denomination by maturity date of those the Coupons surrendered therewith and (f) the total number of each denomination by maturity date of unmatured Coupons missing from Notes which have been redeemed or surrendered and replaced and the serial numbers of the Notes in definitive form to which the missing unmatured Coupons appertained.

Appears in 1 contract

Sources: Agency Agreement

RECORDS AND CERTIFICATES. (1) 14.1 The Fiscal Principal Paying Agent shall (a) keep a full and complete record of all Notes and Coupons (other than serial numbers of Coupons) and of their redemption and/or redemption, purchase by or on behalf of the Issuer, Issuer or the Guarantor or any of the Guarantor's other Subsidiariestheir respective Subsidiaries and cancellation, cancellation payment or payment replacement (as the case may be) and of all replacement Notes or Coupons issued in substitution for lost, stolen, mutilated, defaced defaced, destroyed, lost or destroyed stolen Notes or Coupons and (b) Coupons. 14.2 The Principal Paying Agent shall, in respect of the Coupons of each maturity, retain until the expiry of ten 10 years from the Relevant Date (as defined in the Conditions) in respect of the Coupons either (i) all paid Coupons of that maturity or (ii) a list of the serial numbers of Coupons of that maturity still remaining unpaid. . 14.3 The Fiscal Principal Paying Agent shall during normal business hours make the (i) keep full and complete records and Coupons of (if any) such records to be made available to the Issuer Trustee at all reasonable times); and the Guarantor. (2ii) The Fiscal Agent shall upon written request give to the Issuer Issuer, the Guarantor and the Guarantor, Trustee as soon as reasonably possible and in any event within four months after the date of redemption, purchase, payment or replacement of a Note or Coupon (as the case may be), a certificate stating (as applicable): (a) the aggregate principal amount of Notes which have been redeemed and the aggregate amount amounts in respect of Coupons which have been paid, ; (b) the serial numbers of those such Notes in definitive form, form (other than serial numbers of Coupons); (c) the total number numbers of each denomination by maturity date of those such Coupons, ; (d) the aggregate amount of interest paid (and the due dates of such payments) on Global Notes; (e) the aggregate principal amounts amount of Notes (if any) which have been purchased by or on behalf of the Issuer, the Guarantor or any of the Guarantor's other Subsidiaries and cancelled (subject to delivery of the Notes to the Fiscal Agentin accordance with subclause 12.1) and the serial numbers of such Notes in definitive form and the total number (where applicable, of each denomination) by maturity date of the Coupons attached to or surrendered with the purchased Notes, ; (ef) the aggregate principal amounts of Notes and the aggregate amounts in respect of Coupons which have been surrendered and replaced and the serial numbers of those Notes in definitive form and the total number of each denomination by maturity date of those Coupons surrendered therewith and therewith; and (fg) the total number (where applicable, of each denomination) by maturity date of unmatured Coupons missing from Notes in definitive form which have been redeemed or surrendered and replaced and the serial numbers of the Notes in definitive form to which the missing unmatured Coupons appertained.

Appears in 1 contract

Sources: Paying Agency Agreement