TERMS OF ISSUE Clause Samples
TERMS OF ISSUE. (1) The Agent shall cause all Temporary Global Notes, Permanent Global Notes and Definitive Bearer Notes delivered to and held by it under this Agreement to be maintained in safe custody and shall ensure that such Notes are issued only in accordance with the provisions of this Agreement and the relevant Global Note and Conditions.
(2) Subject to the procedures set out in the Procedures Memorandum, for the purposes of Subclause 7(1) the Agent is entitled to treat a telephone or facsimile communication from a person purporting to be (and who the Agent, after making reasonable investigation, believes in good faith to be) the authorised representative of the relevant Issuer named in the list referred to in, or notified pursuant to, Subclause 19(7) as sufficient instructions and authority of the relevant Issuer for the Agent to act in accordance with Subclause 7(1).
(3) In the event that a person who has signed on behalf of any Issuer a master Temporary Global Note, a master Permanent Global Note or Definitive Bearer Notes not yet issued but held by the Agent in accordance with Subclause 7(1) ceases to be authorised as described in Subclause 19(7), the Agent shall (unless the relevant Issuer gives notice to the Agent that Notes signed by that person do not constitute valid and binding obligations of the relevant Issuer or otherwise until replacements have been provided to the Agent) continue to have authority to issue any such Notes, and the relevant Issuer hereby warrants to the Agent that such Notes shall, unless notified as aforesaid, be valid and binding obligations of the relevant Issuer. Promptly upon such person ceasing to be authorised, the relevant Issuer shall provide the Agent with replacement master Temporary Global Notes, master Permanent Global Notes and (if applicable) Definitive Bearer Notes and the Agent shall cancel and destroy the master Temporary Global Notes, master Permanent Global Notes and (if applicable) Definitive Bearer Notes held by it which are signed by such person and shall provide to the relevant Issuer a confirmation of destruction in respect thereof specifying the Notes so cancelled and destroyed.
(4) Unless otherwise agreed in writing between the relevant Issuer and the Agent, each Note credited to the Agent’s distribution account with Euroclear and Clearstream, Luxembourg (or, in the case of Notes in CGN form, such other applicable clearing agency) following the delivery of a Temporary Global Note or Permanent Global Note, as...
TERMS OF ISSUE. 7.1 The Principal Paying Agent or the Registrar in case of Registered Covered Bonds Deeds, shall cause all Covered Bonds delivered to and held by it under this Agreement to be maintained in safe custody and shall ensure that Covered Bonds are issued only in accordance with the provisions of this Agreement, the Conditions and, where applicable, the relevant Global Covered Bonds and the Registered Covered Bonds Deeds.
7.2 In respect of Clause 3 above, the Principal Paying Agents and the Registrar are entitled to treat a telephone, facsimile or e-mail communication from a person purporting to be (and whom the Principal Paying Agent or the Registrar believes in good faith to be) the authorised representative of the Issuer and the CBC named in any list duly provided for the purpose by the Issuer or the CBC to the Principal Paying Agent and/or the Registrar as sufficient instructions and authority of the Issuer and the CBC for the relevant Paying Agent to act in accordance with Clause 3 above.
7.3 In the event that a person who has signed a master Global Covered Bond held by the Principal Paying Agent or the Registrar, as the case may be, on behalf of the Issuer and the CBC ceases to be authorised as described in Clause 20.9 below, the Principal Paying Agent or the Registrar, as the case may be, shall (unless the Issuer or the CBC gives notice to the Principal Paying Agent and/or the Registrar, as the case may be, that Covered Bonds or Registered Covered Bonds Deeds signed by that person do not constitute valid and binding obligations of the Issuer or the CBC or otherwise until replacements have been provided to the Principal Paying Agent) continue to have authority to issue Covered Bonds or Registered Covered Bonds Deeds signed by that person, and each of the Issuer and the CBC warrant to the Principal Paying Agent and the Registrar that those Covered Bonds or Registered Covered Bonds Deeds shall be valid and binding obligations of the Issuer and the CBC. Promptly upon any person ceasing to be authorised, the Issuer and the CBC shall provide the Principal Paying Agent and or the Registrar, as the case may be, with replacement master Temporary Global Covered Bonds, Permanent Global Covered Bonds or Registered Covered Bonds Deeds and the Principal Paying Agent or the Registrar, as the case may be, shall, upon receipt of such replacements, cancel and destroy the master Bearer Covered Bonds and Registered Covered Bonds Deeds held by it which are signed by that pers...
TERMS OF ISSUE. 10 7. Payments.........................................................
TERMS OF ISSUE. 6.1 The Agent shall cause all Temporary Global Notes, Permanent Global Notes and Definitive Notes delivered to and held by it under this Agreement to be maintained in safe custody and shall ensure that such Notes are issued only in accordance with the provisions of this Agreement, the Trust Deed and the relevant Global Note and the Conditions.
6.2 Subject to the procedures set out in the Procedures Memorandum, for the purposes of subclause 6.1 above the Agent is entitled to treat a telephone, telex or facsimile communication from a person purporting to be (and the Agent believes in good faith to be) the authorised representative of the Issuer named in the list referred to in, or notified pursuant to, Clause 15.10 below as sufficient instructions and authority of the Issuer for the Agent to act in accordance with subclause 6.1 above provided that the Agent takes reasonable precautions to verify the accuracy of, and the identity of the person making, such communication before carrying out its tasks hereunder and save where the Agent has received from the Issuer notice to the effect that such person is no longer an authorised representative of the Issuer.
6.3 In the event that a person who has signed on behalf of the Issuer any Note not yet issued but held by the Agent in accordance with subclause 6.1 above ceases to be authorised as described in Clause 15.10 below, the Agent shall (unless the Issuer gives notice to the Agent that Notes signed by that person do not constitute valid and binding obligations of the Issuer or otherwise until replacements have been provided to the Agent) continue to have authority to issue any such Notes, and the Issuer hereby warrants to the Agent that such Notes shall, unless notified as aforesaid, be valid and binding obligations of the Issuer.
6.4 If the Agent pays an amount (the Advance) to the Issuer on the basis that a payment (the Payment) has been, or will be, received from a Dealer and if the Payment is not received by the Agent on the date the Agent pays the Issuer, the Issuer shall repay to the Agent the Advance (unless prior to this repayment the Payment is received by the Agent) and shall pay interest on the Advance (or the unreimbursed portion thereof) from (and including) the date such Advance is made to (but excluding) the earlier of repayment of the Advance and receipt by the Agent of the Payment (at the rate determined by the Agent as representing its cost of funding the Advance).
6.5 Except in the case of issue...
TERMS OF ISSUE. 6.1 Each of the Principal Paying Agent and the Registrar shall cause all Global Notes and Definitive Notes delivered to and held by it under this Agreement to be maintained in safe custody and shall ensure that such Notes are issued only in accordance with the provisions of this Agreement and the relevant Global Note and Conditions.
6.2 Subject to the procedures set out in the Procedures Memorandum, for the purposes of subclauses 3.1,
3.3 and 3.4 each of the Principal Paying Agent and the Registrar is entitled to treat a telephone, telex or facsimile communication from a person purporting to be (and who the Principal Paying Agent or the Registrar believes in good faith to be) the authorised representative of the Issuer named in the list referred to in, or notified pursuant to, subclause 25.8 as sufficient instructions and authority of the Issuer for the Principal Paying Agent or the Registrar to act in accordance with such clauses.
TERMS OF ISSUE. 6.1 The Agent shall cause all Temporary Global Notes, Permanent Global Notes and Definitive Notes delivered to and held by it under this Agreement to be maintained in safe custody and shall ensure that such Notes are issued only in accordance with the provisions of this Agreement and the relevant Global Note and Conditions.
6.2 Subject to the procedures set out in the Procedures Memorandum, for the purposes of subclause 3.1 the Agent is entitled to treat a telephone or facsimile communication from a person who the Agent believes to be the authorised representative of the Issuer or, as the case may be, the Guarantor, named in the list referred to in, or notified pursuant to, subclause 19.7 as sufficient instructions and authority of the Issuer and the Guarantor for the Agent to act in accordance with subclause 3.1.
6.3 In the event that a person who has signed on behalf of the Issuer any Note not yet issued but held by the Agent in accordance with subclause 3.1 ceases to be authorised as described in subclause 19.7, the Agent shall (unless the Issuer gives written notice to the Agent that Notes signed by that person do not constitute valid and binding obligations of the Issuer or otherwise until replacements have been provided to the Agent) continue to have authority to issue any such Notes, and the Issuer
TERMS OF ISSUE. On issue of the Subscription Shares, the Subscriber will be bound by the provisions of the Constitution.
TERMS OF ISSUE. The Protocol is issued pursuant to section [insert number] of the [▇▇▇▇ ▇▇▇ ki Tāmaki Claims Settlement Act][date] (the “Settlement Legislation”) and clause 5.12 of the Deed of Settlement and is subject to the Settlement Legislation and the Deed of Settlement.
TERMS OF ISSUE. (a) The Securities Administrator shall ensure that all Notes delivered to and held by it under this Agreement are issued only in authorized denominations and otherwise in accordance with the provisions of this Agreement.
(b) The Securities Administrator shall be entitled to treat a telephone, e-mail or facsimile communication from a person purporting to be (and who the Securities Administrator, after making reasonable investigation, believes in good faith to be) an Authorized Representative as sufficient instruction and authority of the Bank for the Securities Administrator to act in accordance with Section 10(a).
(c) Unless otherwise agreed in writing between the Bank and the Securities Administrator, each Note credited to the Securities Administrator's account with DTC following the delivery of a Registered Global Note to a custodian of DTC in accordance with clause (ii) of Section 5(a) shall be held to the order of the Bank. The Securities Administrator shall procure that the principal amount of Notes which the relevant purchaser has agreed to purchase is:
(i) debited from the Securities Administrator's account; and
(ii) credited to the account of such purchaser with DTC; in each case only upon receipt by the Securities Administrator on behalf of the Bank of the purchase price due from the relevant purchaser with respect to such Notes.
(d) If on the relevant settlement date the purchaser does not pay the full purchase price due from it with respect to any Note (the "Defaulted Note") and, as a result, the Defaulted Note remains in the Securities Administrator's account with DTC after such settlement date, the Securities Administrator shall continue to hold the Defaulted Note to the order of the Bank. The Securities Administrator shall notify the Bank promptly of the failure of the purchaser to pay the full purchase price due from it with respect to any Defaulted Note and shall subsequently, unless otherwise instructed by the Bank, notify the Bank promptly upon receipt from the purchaser of the full purchase price with respect to such Defaulted Note.