Agent Bank Agreement. The Current Issuer Cash Manager has agreed to act as cash manager and to provide certain administration and cash management services to the Current Issuer on the terms set out in the Current Issuer Cash Management Agreement.
Agent Bank Agreement. The regulations may be changed by the Current Issuer with the prior written approval of the Note Trustee and the Registrar. A copy of the current regulations will be mailed (free of charge) by the Registrar to any Noteholder who requests in writing a copy of such regulations.
Agent Bank Agreement. The Issuer has made an application for the Notes to be rated by the Xxxxx'x Investors Service, Inc. and Standard & Poor's Ratings Services (the "RATING AGENCIES") and, in connection with such application, the Issuer agrees to furnish from time to time any and all documents, instruments, information, and undertakings that may be necessary in accordance with the Rating Agencies' normal requirements in respect of the Notes.
Agent Bank Agreement. (a) Purchaser and Sellers shall use their respective reasonable best efforts to promptly negotiate in good faith and finalize the terms and conditions of an agent bank agreement (“Agent Bank Agreement”) for the HSBC Bank USA consumer credit card program (“Consumer Card Program”). The Agent Bank Agreement will provide that Purchaser either (1) purchases the then existing receivables related to the Consumer Card Program and funds all future Consumer Card Program receivables or (2) enters into an outsourced servicing relationships, under which HSBC Bank USA retains ownership of the then existing receivables under the Consumer Card Program and funds all future Consumer Card Program receivables but Purchaser provides the systems platform and all operational functions (including servicing, collections and processing). Under option (1), the Agent Bank Agreement will have a term of three years and under option (2) the Agent Bank Agreement will have a term of three years, with neither party having a right to terminate the Agent Bank Agreement for convenience during the term under either option. In addition to the receivables under the Consumer Card Program, the Agent Bank Agreement will also cover (under either option) all then existing receivables, and any future receivables, related to HSBC Bank USA accounts under the Consumer Card Program that are sold to First Niagara Bank, National Association or any Secondary Sale Purchaser (as such term is defined in the Branch PAA) pursuant to the Branch PAA until such time as such receivables and accounts are converted onto the systems of First Niagara Bank, National Association or a Secondary Sale Purchaser, as applicable.
(b) The operational functions and systems platform necessary for purposes of the transactions contemplated by the Agent Bank Agreement shall be transferred to Purchaser at the Closing. Sellers shall consult with, and accept input from, Purchaser regarding the establishment of such operational functions and systems. Sellers shall be responsible for all costs incurred by Purchaser before and after the Effective Time in connection with (1) the development of the operational functions and systems platforms that are necessary for Purchaser to operate the agent banks and (2) the conversion of any accounts that are sold by a Seller or its Subsidiaries to First Niagara or any Secondary Sale Purchaser pursuant to the Branch PAA.
Agent Bank Agreement. In these Conditions, the "Holder" of a Note means the person in whose name such Note is for the time being registered in the Register (or, in the case of a joint holding, the first named thereof). A Note Certificate will be issued to each Noteholder in respect of its registered holding. Each Note Certificate will be numbered serially with an identifying number which will be recorded in the Register.
Agent Bank Agreement. In these Conditions, the HOLDER of a Note means the person in whose name such Note is for the time being registered in the Register (or, in the case of a joint holding, the first named thereof). A Note will be issued to each Noteholder in respect of its registered holding. Each Note will be numbered serially with an identifying number which will be recorded in the Register.
Agent Bank Agreement. Thereupon, the Registrar shall request the Seventh Issuer to issue and the Principal Paying Agent to authenticate new Definitive Seventh Issuer Notes required to be issued in connection with such transfer. In the case of a transfer of part only of such Definitive Seventh Issuer Note, a new Definitive Seventh Issuer Note in respect of the balance not transferred will be issued to the transferor. All transfers of Definitive Seventh Issuer Notes are subject to any restrictions on transfer set forth on such Definitive Seventh Issuer Notes and the detailed regulations concerning transfers in the Seventh Issuer Paying Agent and Agent Bank Agreement.
Agent Bank Agreement. The Issuer has made an application for the Notes to be rated by Moody's Investors Service Limited ("MOODY'S") and Standard & Poor's Ratings Services, a division of The McGraw Hill Companies, Inc. ("S&P" and, together with Moody's, the "RATING AGENCIES") and, in connection with such application, the Issuer agrees to furnish from time to time any and all documents, instruments, information, and undertakings that may be necessary in accordance with the Rating Agencies' normal requirements in respect of the Notes.
Agent Bank Agreement. Any endorsement of a Global Seventh Issuer Note to reflect the amount of any increase or decrease in the Principal Amount Outstanding of the Seventh Issuer Notes represented thereby shall be made by the Registrar in accordance with Clause 5. Title to the Global Seventh Issuer Notes shall pass by and upon the registration in the Register in respect thereof in accordance with the provisions of these presents. The Global Seventh Issuer Notes shall be issuable only in registered form, without coupons or talons and signed manually by a person duly authorised by the Seventh Issuer on behalf of the Seventh Issuer and shall be authenticated by or on behalf of the Principal Paying Agent. The Global Seventh Issuer Notes so executed and authenticated shall be binding and valid obligations of the Seventh Issuer, notwithstanding that such duly authorised person no longer holds that office at the time the Principal Paying Agent authenticates the relevant Global Seventh Issuer Note.
Agent Bank Agreement. Any endorsement of a Global Second Issuer Note to reflect the amount of any increase or decrease in the Principal Amount Outstanding of the Second Issuer Notes represented thereby shall be made by the Registrar in accordance with CLAUSE 5. Title to the Global Second Issuer Notes shall pass by and upon the registration in the Register in respect thereof in accordance with the provisions of these presents. The Global Second Issuer Notes shall be issuable only in registered form without coupons or talons attached and signed manually by a person duly authorised by the Second Issuer on behalf of the Second Issuer and shall be authenticated by or on behalf of the Registrar. The Global Second Issuer Notes so executed and authenticated shall be binding and valid obligations of the Second Issuer, notwithstanding that such duly authorised person no longer holds that office at the time the Registrar authenticates the relevant Global Second Issuer Note.
