Appointment and Termination of Appointment Sample Clauses

Appointment and Termination of Appointment. Issuer may at any time appoint additional or alternative agents to provide the service(s) to be provided by the Global Agent hereunder. Issuer may terminate the appointment of the Global Agent or any part of such agency or any other agent by giving to the Global Agent or that agent at least 30 calendar days' written notice to that effect. Issuer may replace the Global Agent in any of its roles hereunder and appoint one or more other authenticating agents, paying agents, transfer agents, registrar or calculation agents for any issuance of the Notes as Issuer may determine; provided, however, that until all of the Notes have been delivered to the Global Agent for cancellation and destruction, or monies sufficient to pay the principal and interest, if any, on such Notes have been made available for payment and either paid or returned to Issuer as provided herein, Issuer will at all times maintain a paying agent; and, if and for so long as any Notes are listed on any stock exchange, Issuer shall maintain a paying agent for such Notes at any location such stock exchange may require.
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Appointment and Termination of Appointment. Issuer may at any time appoint additional or alternative agents to provide the service(s) to be provided by the Exchange Administrator hereunder. Issuer may terminate the appointment of the Exchange Administrator or any part of such agency by giving the Exchange Administrator at least 30 calendar days' written notice to that effect.
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Appointment and Termination of Appointment. The Issuer may at any time appoint additional or alternative agents to provide the service(s) to be provided by the Global Agent or the Exchange Administrator hereunder. The Issuer may terminate the appointment of (A) the Global Agent or any part of such agency or any other agent by giving to the Global Agent or such other agent at least 30 calendar days' written notice to such effect or (B) the Exchange Administrator by giving to the Exchange Administrator at least 30 calendar days' written notice to such effect. The Issuer may replace the Global Agent and/or the Exchange Administrator in any of its roles hereunder and appoint one or more other authenticating agents, paying agents, transfer agents, registrars or calculation agents for any issuance of the Notes or for the exchange of Exchangeable Notes and RCR Notes as the Issuer may determine in its sole discretion; provided, however, that until all of the Notes have been delivered to the Global Agent for cancellation and destruction, or monies sufficient to pay the principal and interest, if any, on such Notes have been made available for payment and either paid or returned to the Issuer as provided herein, the Issuer will at all times maintain a paying agent; provided further, in the event Xxxxx Fargo is removed as Global Agent or as Exchange Administrator, it shall also be removed in such other capacity.
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Appointment and Termination of Appointment. The Issuer may at any time appoint additional or alternative agents to provide the service(s) to be provided by the Global Agent hereunder. The Issuer may terminate the appointment of the Global Agent or any part of such agency or any other agent by giving to the Global Agent or such other agent at least 30 calendar days' written notice to such effect. The Issuer may replace the Global Agent in any of its roles hereunder and appoint one or more other authenticating agents, paying agents, transfer agents, registrars or calculation agents for any issuance of the Notes as the Issuer may determine in its sole discretion; provided, however, that until all of the Notes have been delivered to the Global Agent for cancellation and destruction, or monies sufficient to pay the principal and interest, if any, on such Notes have been made available for payment and either paid or returned to Issuer as provided herein, Issuer will at all times maintain a paying agent.
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Appointment and Termination of Appointment. The Company may appoint further or other Agents. The Company may also terminate the appointment of any Agent at any time subject to the prior written approval of the Trustee (which shall not be unreasonably withheld or delayed). Such termination shall be effective by giving: 17.1.1 to the Trustee; and 17.1.2 in the case of any Agent other than the Principal Agent, to the Principal Agent; and 17.1.3 to the Agent whose appointment is to be terminated, at least 30 days’ written notice to that effect. However, no such notice relating to the termination of the appointment of the Principal Agent or the Registrar shall take effect until a new Principal Agent or, as the case may be, Registrar approved in writing by the Trustee has been appointed on terms approved (such approval not to be unreasonably withheld or delayed) in writing by the Trustee. The Company shall procure that there is at all times (a) a Principal Agent, (b) (if requested by the Trustee) a Paying Agent with a specified office in an EU member state that will not be obliged to withhold or deduct tax pursuant to European Council Directive 2003/48/EC or any other European Union Directive implementing the provisions of the ECOFIN Council Meeting of 26-27 November, 2000 on the taxation of savings income or any law implementing or complying with, or introduced in order to conform to, such Directive and (c) a Registrar which will maintain a register of Bondholders outside Hong Kong and United Kingdom. The termination of the appointment of any Agent shall not take effect (1) until notice thereof shall have been given to the Bondholders in accordance with Condition 17 and (2) within the period commencing 45 days immediately preceding any due date for a payment in respect of the Bonds and ending 15 days after such date.
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Appointment and Termination of Appointment. The Issuer may appoint further or other Agents. The Issuer may also terminate the appointment of any Agent at any time subject to the prior written approval of the Trustee (which approval shall not be unreasonably withheld or delayed). Such termination shall be effective by giving: (a) to the Trustee; (b) in the case of any Agent other than the Principal Agent, to the Principal Agent; and (c) to the Agent whose appointment is to be terminated, at least thirty (30) days’ written notice to that effect. However, no such notice relating to the termination of the appointment of the Principal Agent or the Registrar shall take effect until a new Principal Agent or, as the case may be, Registrar approved in writing by the Trustee has been appointed on terms approved (such approval shall not be unreasonably withheld or delayed) in writing by the Trustee. The Issuer shall procure that there are at all times (a) a Principal Agent, (b) (if requested by the Trustee) a Paying Agent with a specified office in an European Union member state that will not be obliged to withhold or deduct tax pursuant to European Council Directive 2003/48/EC or any law implementing or complying with, or introduced in order to conform to, such Directive and (c) a Registrar which will maintain a register of Bondholders outside the United Kingdom. The termination of the appointment of any Agent shall not take effect (i) until notice thereof has given to the Bondholders in accordance with Condition 19 and (ii) within the period commencing forty-five (45) days immediately preceding any due date for a payment in respect of the Bonds and ending fifteen (15) days after such date.
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Appointment and Termination of Appointment. In relation to any Series of Notes, the Issuer may at any time appoint additional Issuing and Paying Agents and/or terminate the appointment of the Issuing and Paying Agent or the Agent Bank by giving to the entity concerned not less than 60 days' notice to that effect, which notice shall expire not less than 30 days before or after any due date for payment of the Notes or Coupons comprising that Series. Upon any letter of appointment being executed by or on behalf of the Issuer and any person appointed as an Agent, such person shall become a party to this Agreement as if originally named in it and shall act as such Agent in respect of that or those Series of Notes in respect of which it is appointed.
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Appointment and Termination of Appointment. 18.1.1 The Issuer and the Guarantors may appoint further or other Agents. Each of the Issuer and the Guarantors agrees that, for so long as any Note is outstanding (as defined in the Indenture) if any European Union Directive on the taxation of savings implementing the conclusions of the ECOFIN Council meeting of 26-27 November 2000 or any law implementing or complying with, or introduced in order to conform to, such Directive is introduced, there will at all times be a Paying Agent in a Member State of the European Union that will not be obliged to withhold or deduct tax pursuant to any such Directive or law. Each of the Issuer and the Guarantors further agrees that, where each of the Relevant Taxing Jurisdictions requires tax to be withheld or deducted from payments under the Notes, its Subsidiary Guarantee or the Indenture, they will appoint a Paying Agent in a jurisdiction which does not require tax to be withheld or deducted from any such payment. 18.1.2 The Issuer and the Guarantors may also terminate the appointment of any Agent (other than the Security Agent) at any time subject to the prior written approval of the Trustee. Such termination shall be effective by giving: (i) to the Trustee; and (ii) to the Agent whose appointment is to be terminated (with a copy, where applicable, to the Principal Paying Agent or the Registrar (as the case may be)), at least 60 days' written notice to that effect. The Trustee may, by giving at least 60 days' written notice to the Security Agent, terminate the appointment of the Security Agent. However, no such notice relating to the termination of the appointment of the Principal Paying Agent, the Security Agent or the Registrar shall take effect until a new Principal Paying Agent, Security Agent or, as the case may be, Registrar approved in writing by the Trustee has been appointed on terms approved in writing by the Trustee. The Issuer and the Guarantors shall procure that there are at all times such Agents as required by the Indenture. The termination of the appointment of any Agent shall not take effect (1) until notice thereof shall have been given to the Holders in accordance with Section 1.6 of the Indenture (2) within the period commencing 30 days immediately preceding any due date for a payment in respect of the Notes and ending 15 days after such date.
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Appointment and Termination of Appointment. The Issuer may at any time appoint additional Paying Agents and/or terminate the appointment of any Agent by giving to the Principal Paying Agent and that Agent at least 60 days' notice to that effect, which notice shall expire at least 30 days before or after any due date for payment of any Notes or Coupons.
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Related to Appointment and Termination of Appointment

  • TERMINATION OF APPOINTMENT 6.1 The Issuer may terminate the appointment of the Calculation Agent at any time by giving to the Calculation Agent at least 45 days' prior written notice to that effect, provided that, so long as any of the Relevant Notes is outstanding: (a) the notice shall not expire less than 45 days before any date on which any calculation is due to be made in respect of any Relevant Notes; and (b) notice shall be given in accordance with the Conditions to the holders of the Relevant Notes at least 30 days before any removal of the Calculation Agent. 6.2 Notwithstanding the provisions of subclause 6.1, if at any time: (a) the Calculation Agent becomes incapable of acting, or is adjudged bankrupt or insolvent, or files a voluntary petition in bankruptcy or makes an assignment for the benefit of its creditors or consents to the appointment of an administrator, liquidator or administrative or other receiver of all or any substantial part of its property, or admits in writing its inability to pay or meet its debts as they may mature or suspends payment of its debts, or if any order of any court is entered approving any petition filed by or against it under the provisions of any applicable bankruptcy or insolvency law or if a receiver of it or of all or a substantial part of its property is appointed or if any officer takes charge or control of the Calculation Agent or of its property or affairs for the purpose of rehabilitation, conservation or liquidation; or (b) the Calculation Agent fails duly to perform any function or duty imposed on it by the Conditions and this Agreement, the Issuer may immediately without notice terminate the appointment of the Calculation Agent, in which event notice of the termination shall be given to the holders of the Relevant Notes in accordance with the Conditions as soon as practicable. 6.3 The termination of the appointment of the Calculation Agent under subclauses 6.1 or 6.2 shall not entitle the Calculation Agent to any amount by way of compensation but shall be without prejudice to any amount then accrued due. 6.4 The Calculation Agent may resign its appointment under this Agreement at any time by giving to the Issuer at least 90 days' prior written notice to that effect. Following receipt of a notice of resignation from the Calculation Agent, the Issuer shall promptly give notice of the resignation to the holders of the Relevant Notes in accordance with the Conditions. 6.5 Notwithstanding the provisions of subclauses 6.1, 6.2 and 6.4, so long as any of the Relevant Notes is outstanding, the termination of the appointment of the Calculation Agent (whether by the Issuer or by the resignation of the Calculation Agent) shall not be effective unless upon the expiry of the relevant notice a successor Calculation Agent has been appointed. The Issuer agrees with the Calculation Agent that if, by the day falling 10 days before the expiry of any notice under subclause 6.4, the Issuer has not appointed a replacement Calculation Agent, the Calculation Agent shall be entitled, on behalf of the Issuer, to appoint as a successor Calculation Agent in its place a reputable financial institution of good standing which the Issuer shall approve. 6.6 Upon its appointment becoming effective, a successor Calculation Agent shall without any further action, become vested with all the authority, rights, powers, duties and obligations of its predecessor with the same effect as if originally named as the Calculation Agent under this Agreement. 6.7 If the appointment of the Calculation Agent under this Agreement is terminated (whether by the Issuer or by the resignation of the Calculation Agent), the Calculation Agent shall on the date on which the termination takes effect deliver to the successor Calculation Agent any records concerning the Relevant Notes maintained by it (except those documents and records which it is obliged by law or regulation to retain or not to release), but shall have no other duties or responsibilities under this Agreement. 6.8 Any corporation into which the Calculation Agent may be merged or converted, or any corporation with which the Calculation Agent may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Calculation Agent shall be a party, or any corporation to which the Calculation Agent shall sell or otherwise transfer all or substantially all of its assets shall, on the date when the merger, consolidation or transfer becomes effective and to the extent permitted by any applicable laws, become the successor Calculation Agent under this Agreement without the execution or filing of any paper or any further act on the part of any of the parties to this Agreement, unless otherwise required by the Issuer, and after the said effective date all references in this Agreement to the Calculation Agent shall be deemed to be references to such successor corporation. Written notice of any such merger, conversion, consolidation or transfer shall immediately be given to the Issuer and the Agent by the Calculation Agent.

  • Appointment and Term The Members will be entitled to appoint from time to time persons to serve as the managers (each, a "Manager") on the Board of Managers. Managers will serve until their respective successors are appointed by the Members, as provided under Section 4.11 herein, or until their earlier death, disability, resignation, retirement or removal, pursuant to Section 4.10 herein. Each Manager is hereby designated as a "manager" of the Company within the meaning of Section 18-101(10) of the Act.

  • Appointment of FTIS The Investment Company hereby appoints FTIS as transfer agent for Shares of the Investment Company, as service agent in connection with dividend and distribution functions, and as shareholder servicing agent for the Investment Company, and FTIS accepts such appointment and agrees to perform the following duties.

  • Appointment of Servicer; Acceptance of Appointment Subject to Section 6.05 and Article VII, the Issuer hereby appoints the Servicer, and the Servicer, as an independent contractor, hereby accepts such appointment, to perform the Servicer’s obligations pursuant to this Agreement on behalf of and for the benefit of the Issuer or any assignee thereof in accordance with the terms of this Agreement and applicable law. This appointment and the Servicer’s acceptance thereof may not be revoked except in accordance with the express terms of this Agreement.

  • Appointment of Asset Manager; Acceptance of Appointment The Series hereby appoints the Asset Manager as asset manager to the Series for the purpose of managing the Series #TICKER Asset. The Asset Manager hereby accepts such appointment.

  • Term of Appointment A regular appointment is normally made for a term of up to five years. When a vacancy exists, either because there is no incumbent or because the incumbent is temporarily absent, the University Librarian may make an acting appointment for a period of not more than twelve months.

  • ACCEPTANCE OF APPOINTMENT The Adviser accepts that appointment and agrees to render the services herein set forth, for the compensation herein provided. The assets of the Allocated Portion will be maintained in the custody of a custodian (who shall be identified by the Manager in writing). The Adviser will not have custody of any securities, cash or other assets of the Fund and will not be liable for any loss resulting from any act or omission of the custodian other than acts or omissions arising in reliance on instructions of the Adviser.

  • Appointment and Term of Office The Officers shall be appointed by the Board at such time and for such terms as the Board shall determine. Any Officer may be removed, with or without cause, only by the Board. Vacancies in any office may be filled only by the Board.

  • Resignation and Termination An Authenticating Agent may resign by notifying the Indenture Trustee and the Owner Trustee. The Indenture Trustee may terminate the agency of an Authenticating Agent by notifying the Authenticating Agent and the Owner Trustee.

  • Terms of Appointment Every separate trustee and co-trustee will be appointed and act subject to the following: (i) all rights, powers and obligations of the Indenture Trustee will apply to and will be exercised or performed by the Indenture Trustee, or the Indenture Trustee and the separate trustee or co-trustee jointly (it being understood that the separate trustee or co-trustee will not be authorized to act separately without the Indenture Trustee joining in the act), except if under the law of a jurisdiction in which a particular act or acts are to be performed the Indenture Trustee will be incompetent or unqualified to perform those act or acts, in which event those acts will be exercised and performed singly by the separate trustee or co-trustee, but solely at the direction of the Indenture Trustee; (ii) no trustee will be personally liable by reason of an act or omission of another trustee under this Indenture; and (iii) the Indenture Trustee may accept the resignation of or remove a separate trustee or co-trustee.

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