Common use of Agents may appoint successors Clause in Contracts

Agents may appoint successors. If the Principal Paying Agent, the Class Z VFN Registrar or the Agent Bank gives notice of its resignation in accordance with Clause 11.1 (Resignation) and by the tenth day before the expiry of such notice a successor has not been duly appointed in accordance with Clause 11.4 (Additional and successor Agents), the Principal Paying Agent, the Class Z VFN Registrar or the Agent Bank (as the case may be) may itself, following such consultation with the Issuer as is practicable in the circumstances and with the prior written approval of the Note Trustee and, provided that no Event of Default has occurred, with the prior written approval of the Issuer (such approval not to be unreasonably withheld or delayed), appoint as its successor any reputable and experienced financial institution provided that there will be at all times be a person appointed to perform the obligations of the Principal Paying Agent with a specified office in London and the Class Z VFN Registrar with a specified office in London. The Principal Paying Agent, the Class Z VFN Registrar or the Agent Bank (as applicable) shall give notice of such appointment to the Issuer, the remaining Agents, the Note Trustee and the Security Trustee, the Rating Agencies and the Noteholders, whereupon the Issuer, the remaining Agents, the Note Trustee and the Security Trustee and such successor shall acquire and become subject to the same rights and obligations between themselves as if they had entered into an agreement in the form of (and on the same terms as) this Agreement.

Agents may appoint successors. ‌ If the Principal Paying Agent, the Class Z VFN Registrar or the Agent Bank gives notice of its resignation in accordance with Clause 11.1 13.1 (Resignation) and by the tenth day before the expiry of such notice a successor has not been duly appointed in accordance with Clause 11.4 13.4 (Additional and successor Successor Agents), the Principal Paying Agent, the Class Z VFN Registrar or the Agent Bank (as the case may be) may itselfitself appoint as its successor any reputable and experienced financial institution, following such consultation with the Issuer as is practicable in the circumstances and with the prior written approval of the Note Trustee, the Security Trustee and, provided that no Event of Default has occurred, with the prior written approval of and the Issuer (such approval not to be unreasonably withheld or delayed)) and, appoint as its successor any reputable and experienced financial institution provided that that: (a) no Event of Default has occurred; and (b) there will be at all times be a person appointed to perform the obligations of the Principal Paying Agent with a specified office in London and the Class Z VFN Registrar with a specified office in Dublin or in London. The Principal Paying Agent, the Class Z VFN Registrar or the Agent Bank (as applicable) shall give notice of such appointment to the Issuer, the remaining Agents, the Note Trustee and the Security Trustee, the Rating Agencies and the Noteholders, whereupon the Issuer, the remaining Agents, the Note Trustee and the Security Trustee and such successor shall acquire and become subject to the same rights and obligations between themselves as if they had entered into an agreement in the form of (this Agreement, with such terms as is commercially acceptable in the market at that time, pursuant to which the successor party agrees to assume and on perform all material duties and obligations of the same terms as) resigning party under this Agreement.

Agents may appoint successors. If the Principal Paying Agent, the Registrar, the Class Z VFN Registrar or the Agent Bank gives notice of its resignation in accordance with Clause 11.1 (Resignation), or the Issuer has given notic e of its revocation of its appointment of any Agent in accordance with Clause 11.2 (Revocation) and by the tenth day before the expiry of such notice a successor has not been duly appointed in accordance with Clause 11.4 (Additional and successor Agents), the Principal Paying Agent, the Registrar, the Class Z VFN Registrar or the Agent Bank (as the case may be) may itself, following such consultation with the Issuer as is practicable in the circumstances and with the prior written approval of the Note Trustee and, provided that no Event of Default has occurred, with the prior written approval of the Issuer (such approval not to be unreasonably withheld or delayed), appoint as its successor any reputable and experienced financial institution provided that there will be at all times be a person appointed to perform the obligations of the Principal Paying Agent with a specified office in London and London, the Class Z VFN Registrar with a specified office in London and the Registrar with a specified office in London. The Principal Paying Agent, the Registrar, the Class Z VFN Registrar or the Agent Bank (as applicable) shall give notice of such appointment to the Issuer, the remaining Agents, the Note Trustee and the Security Trustee, the Rating Agencies and the Noteholders, whereupon the Issuer, the remaining Agents, the Note Trustee and the Security Trustee and such successor shall acquire and become subject to the same rights and obligations between themselves as if they had entered into an agreement in the form of (and on the same terms as) this Agreement.

Agents may appoint successors. If the Principal Paying Agent, the Registrar, the DTC Custodian, the Class Z VFN Registrar or the Agent Bank gives notice of its resignation in accordance with Clause 11.1 (Resignation), or the Issuer has given notice of its revocation of its appointment of any Agent in accordance with Clause 11.2 (Revocation) and by the tenth day before the expiry of such notice a successor has not been duly appointed in accordance with Clause 11.4 (Additional and successor Agents), the Principal Paying Agent, the Registrar, the DTC Custodian, the Class Z VFN Registrar or the Agent Bank (as the case may be) may itself, following such consultation with the Issuer as is practicable in the circumstances and with the prior written approval of the Note Trustee and, provided that no Event of Default has occurred, with the prior written approval of the Issuer (such approval not to be unreasonably withheld or delayed), appoint as its successor any reputable and experienced financial institution provided that there will be at all times be a person appointed to perform the obligations of the Principal Paying Agent with a specified office in London and London, the Class Z VFN Registrar with a specified office in London and the Registrar with a specified office in London. The Principal Paying Agent, the Registrar, the Class Z VFN Registrar or the Agent Bank (as applicable) shall give notice of such appointment to the Issuer, the remaining Agents, the Note Trustee and the Security Trustee, the Rating Agencies and the Noteholders, whereupon the Issuer, the remaining Agents, the Note Trustee and the Security Trustee and such successor shall acquire and become subject to the same rights and obligations between themselves as if they had entered into an agreement in the form of (and on the same terms as) this Agreement.

Agents may appoint successors. If the Principal Paying Agent, the Class Z VFN Registrar or the Agent Bank gives notice of its resignation in accordance with Clause 11.1 (Resignation), or the Issuer has given notice of its revocation of its appointment of any Agent in accordance with Clause 11.2 (Revocation) and by the tenth day before the expiry of such notice a successor has not been duly appointed in accordance with Clause 11.4 (Additional and successor Agents), the Principal Paying Agent, the Class Z VFN Registrar or the Agent Bank (as the case may be) may itself, following such consultation with the Issuer as is practicable in the circumstances and with the prior written approval of the Note Trustee and, provided that no Event of Default has occurred, with the prior written approval of the Issuer (such approval not to be unreasonably withheld or delayed), appoint as its successor any reputable and experienced financial institution provided that there will be at all times be a person appointed to perform the obligations of the Principal Paying Agent with a specified office in London and the Class Z VFN Registrar with a specified office in LondonLondon . The Principal Paying Agent, the Class Z VFN Registrar or the Agent Bank (as applicable) shall give notice of such appointment to the Issuer, the remaining Agents, the Note Trustee and the Security Trustee, the Rating Agencies and the Noteholders, whereupon the Issuer, the remaining Agents, the Note Trustee and the Security Trustee and such successor shall acquire and become subject to the same rights and obligations between themselves as if they had entered into an agreement in the form of (and on the same terms as) this Agreement.

Agents may appoint successors. If the Principal Paying Agent, the Class Z VFN Registrar or the Agent Bank gives notice of its resignation in accordance with Clause 11.1 13.1 (Resignation) and by the tenth day before the expiry of such notice a successor has not been duly appointed in accordance with Clause 11.4 13.4 (Additional and successor Successor Agents), the Principal Paying Agent, the Class Z VFN Registrar or the Agent Bank (as the case may be) may itselfitself appoint as its successor any reputable and experienced financial institution, following such consultation with the Issuer as is practicable in the circumstances and with the prior written approval of the Note Trustee, the Security Trustee and, provided that no Event of Default has occurred, with the prior written approval of and the Issuer (such approval not to be unreasonably withheld or delayed)) and, appoint as its successor any reputable and experienced financial institution provided that that: (a) no Event of Default has occurred; and (b) there will be at all times be a person appointed to perform the obligations of the Principal Paying Agent with a specified office in London and the Class Z VFN Registrar with a specified office in Dublin or in London. The Principal Paying Agent, the Class Z VFN Registrar or the Agent Bank (as applicable) shall give notice of such appointment to the Issuer, the remaining Agents, the Note Trustee and the Security Trustee, the Rating Agencies and the Noteholders, whereupon the Issuer, the remaining Agents, the Note Trustee and the Security Trustee and such successor shall acquire and become subject to the same rights and obligations between themselves as if they had entered into an agreement in the form of (this Agreement, with such terms as is commercially acceptable in the market at that time, pursuant to which the successor party agrees to assume and on perform all material duties and obligations of the same terms as) resigning party under this Agreement.