APPOINTMENT AND DUTIES AS EXCHANGE AGENT x. Xxxxxxx and the Trust hereby authorize and appoint The First National Bank of Chicago to act as Exchange Agent in connection with the Exchange Offer and The First National Bank of Chicago agrees to act as Exchange Agent in connection with the Exchange Offer. As Exchange Agent, The First National Bank of Chicago will perform those services as are specifically set forth in the section of the Prospectus captioned "The Exchange Offer" and as are outlined herein.
x. Xxxxxxx and the Trust acknowledge and agree that The First National Bank of Chicago has been retained pursuant to this Agreement to act solely as Exchange Agent in connection with the Exchange Offer, and in such capacity, the Exchange Agent shall perform such duties in good faith.
c. The Exchange Agent will establish an account with respect to the Old Securities at The Depository Trust Company ("DTC") for the purposes of the Exchange Offer within two business days after the date of the Prospectus, and any financial institution that is a participant in DTC's system may make book-entry delivery of the Old Securities by causing DTC to transfer such Old Securities into the Exchange Agent's account in accordance with DTC's procedure for such transfer.
d. The Exchange Agent will examine each of the Letters of Transmittal and certificates for Old Securities and any other documents delivered or mailed to the Exchange Agent by or for Holders of the Old Securities, and any book-entry confirmations (as defined in the Prospectus) received by the Exchange Agent with respect to the Old Securities, to ascertain whether: (i) the Letters of Transmittal and any such other documents are duly executed and properly completed in accordance with the instructions set forth therein and that such book-entry confirmations are in due and proper form and contain the information required to be set forth therein, (ii) the Old Securities have otherwise been properly tendered, and (iii) Holders have provided their correct Tax Identification Number or required certification. Determination of all questions as to validity, form, eligibility and acceptance for exchange of any Old Securities shall be made by Xxxxxxx or the Trust, whose determination shall be final and binding. In each case where the Letters of Transmittal or any other documents have been improperly completed or executed or where book-entry confirmations are not in due and proper form or omit certain information, or any of the certificates for Old Securities are not i...
APPOINTMENT AND DUTIES AS EXCHANGE AGENT. Issuer hereby authorizes Bank One Trust Company, N.A., to act as Exchange Agent in connection with the Exchange Offer, and Bank One Trust Company, N.A., hereby agrees to act as Exchange Agent and to perform the services outlined herein in connection with the Exchange Offer on the terms and conditions contained herein.
APPOINTMENT AND DUTIES AS EXCHANGE AGENT. Issuer hereby authorizes X.X. Xxxxxx Trust Company, National Association, to act as Exchange Agent in connection with the Exchange Offer, and X.X. Xxxxxx Trust Company, National Association, hereby agrees to act as Exchange Agent and to perform the services outlined herein in connection with the Exchange Offer on the terms and conditions contained herein.
APPOINTMENT AND DUTIES AS EXCHANGE AGENT. Issuer hereby authorizes Bank One Trust Company, National Association, to act as Exchange Agent in connection with the Exchange Offer, and Bank One Trust Company, National Association, hereby agrees to act as Exchange Agent and to perform the services outlined herein in connection with the Exchange Offer on the terms and conditions contained herein.
APPOINTMENT AND DUTIES AS EXCHANGE AGENT. The Company and the Trust hereby authorize FSB to act as Exchange Agent in connection with the Exchange Offer and FSB agrees to act as Exchange Agent in connection with the Exchange Offer. As Exchange Agent, FSB will perform those services as are outlined herein, including, but not limited to, accepting tenders of Old Capital Securities, and communicating generally regarding the Exchange Offer with brokers, dealers, commercial banks, trust companies and other persons, including Holders of the Old Capital Securities.
APPOINTMENT AND DUTIES AS EXCHANGE AGENT a. The Corporation and the Trust hereby appoint Bankers Trust to act as Exchange Agent in connection with the Exchange Offer and Bankers Trust agrees to act as Exchange Agent in connection with the Exchange Offer. As Exchange Agent, Bankers Trust will perform those services as are outlined herein, including, but not limited to, accepting tenders of Old Capital Securities and communicating generally regarding the Exchange Offer with brokers, dealers, commercial banks, trust companies and other persons, including Holders of the Old Capital Securities.
b. The Corporation and the Trust acknowledge and agree that Bankers Trust has been retained pursuant to this Agreement to act solely as Exchange Agent in connection with the Exchange Offer, and in such capacity, Bankers Trust shall perform such duties in good faith as are outlined herein.
APPOINTMENT AND DUTIES AS EXCHANGE AGENT a. The Corporation and the Trust hereby appoint Wilmington Trust to act as Exchange Agent in connection with the Exchange Offer and Wilmington Trust agrees to act as Exchange Agent in connection with the Exchange Offer. As Exchange Agent, Wilmington Trust will perform those services as are outlined herein, including, but not limited to, accepting tenders of Old Capital Securities and communicating generally regarding the Exchange Offer with brokers, dealers, commercial banks, trust companies and other persons, including Holders of the Old Capital Securities.
APPOINTMENT AND DUTIES AS EXCHANGE AGENT. The Issuer hereby authorizes the Exchange Agent, to act as the exchange agent in connection with the Exchange Offer, and the Exchange Agent hereby agrees to act as the exchange agent and to perform the services outlined herein in connection with the Exchange Offer on the terms and conditions contained herein.
APPOINTMENT AND DUTIES AS EXCHANGE AGENT a. UPC and the Trust hereby authorize FNBC to act as Exchange Agent in connection with the Exchange Offer and FNBC agrees to act as Exchange Agent in connection with the Exchange Offer. As Exchange Agent, FNBC will perform those services as are outlined herein, including, but not limited to, accepting tenders of Old Capital Securities and communicating generally regarding the Exchange Offer with
APPOINTMENT AND DUTIES AS EXCHANGE AGENT. The Company hereby ---------------------------------------- appoints Bank One Trust Company, National Association, a national banking association incorporated and existing under the laws of the United States of America, and its successors to act as exchange agent (the "Exchange Agent") in connection with the Exchange Offer. Bank One Trust Company, National Association hereby agrees to act as Exchange Agent and to perform the services outlined herein in connection with the Exchange Offer on the terms and conditions contained herein. The Company expressly reserves the right to amend, in any way not inconsistent with the Registration Rights Agreement, or terminate the Exchange Offer, and not to accept for exchange any Old Securities not theretofore accepted for exchange, upon the occurrence of any of the conditions of the Exchange Offer specified in the Prospectus under the caption "The Exchange Offer - Certain Conditions to the Exchange Offer." The Company will give oral (confirmed in writing) or written notice of any amendment, termination or nonacceptance to the Exchange Agent as promptly as practicable.
