Appointment as Dealer Managers. The Hartford hereby appoints you as Dealer Managers (the “Dealer Managers”) and authorizes you to act as such in connection with the Exchange Offer and Consent Solicitation. On the basis of the representations, warranties and covenants of The Hartford contained herein, you agree, in accordance with your customary practice, to perform those services in connection with the Exchange Offer and Consent Solicitation as are customarily performed by investment banks in connection with exchange offers of a like nature, including, but not limited to, using reasonable best efforts to solicit tenders of Existing Securities pursuant to the Exchange Offer and consents to the specified amendment relating to the Existing Securities pursuant to the Consent Solicitation and communicating generally regarding the Exchange Offer and Consent Solicitation with brokers, dealers, commercial banks and trust companies and other holders of Existing Securities. In such capacity, you shall act as independent contractors, and each of your duties arising out of your engagement pursuant to this Agreement shall be owed solely to The Hartford. As Dealer Managers, you agree to advise The Hartford with respect to the terms and conditions of the Exchange Offer and to assist The Hartford in the solicitation of the tenders of the Existing Notes and deliveries of consents. You agree to act and to perform your services in accordance with all applicable laws, rules and regulations. The Hartford further authorizes you to communicate with the Depositary Trust Company, in its capacity as depositary (the “Depositary”), with Global Bondholder Services Corporation, as information agent and as exchange agent (in such capacities the “Information Agent” and the “Exchange Agent”), with respect to matters relating to the Exchange Offer and Consent Solicitation. The Hartford has instructed the Depositary to advise you at least daily as to the number of Existing Securities which have been tendered pursuant to the Exchange Offer and Consent Solicitation and as to such other matters in connection with the Exchange Offer and Consent Solicitation as you may request. The Dealer Managers agree to advise The Hartford upon request as to the number of Existing Securities which have been tendered pursuant to the Exchange Offer and Consent Solicitation and as to such other matters as The Hartford may request.
Appointment as Dealer Managers. The Republic hereby appoints you as exclusive Dealer Managers (the “Dealer Managers”) in connection with the Offer, and authorizes you to act as such on its behalf in the jurisdictions identified in Schedule I hereto, in accordance with this Agreement and the Prospectus. Subject to the terms of this Agreement and the Prospectus and compliance with applicable law, you agree to (1) advise the Republic with respect to the terms and timing of the Offer and assist the Republic in preparing any Prospectus, (2) use your best efforts to solicit tenders of Eligible Bonds pursuant to the Offer (the “Tenders”), (3) communicate with brokers, dealers, commercial banks, trust companies and holders of the Eligible Bonds (the “Holders”) with respect to the Offer and (4) perform the duties assigned to you in the Prospectus. The Republic acknowledges that, in the course of providing their services hereunder, the Dealer Managers may retain the services of one or more of its global affiliates to perform certain services to be performed by the Dealer Managers hereunder, including the jurisdictions in Schedule I hereto, in which case each Dealer Manager shall be responsible for the performance of its affiliates. In the event of any such retention, the Republic shall, if and to the extent requested by each Dealer Manager, pay a portion of the fees payable to such Dealer Manager hereunder to the relevant affiliate performing such services in accordance with the terms of this Agreement.
Appointment as Dealer Managers. UMS hereby appoints each of Credit Suisse Securities (USA) LLC, Xxxxxxx, Xxxxx & Co. and Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated as exclusive dealer managers (the “Dealer Managers”) in connection with the Invitation and authorizes each of you to act as such on its behalf, in accordance with this Dealer Managers Agreement (this “Agreement”). You agree to (i) use your reasonable best efforts to solicit Offers pursuant to the Invitation, (ii) communicate with brokers, dealers, commercial banks and trust companies with respect to the Invitation, and (iii) perform the duties ascribed to you in the Invitation Material (as defined in Section 4(a) hereof).
Appointment as Dealer Managers. Argentina hereby appoints Barclays Capital Inc., as global coordinator (the “Global Coordinator”) and each of Citigroup Global Markets Inc., and Deutsche Bank Securities Inc., as a joint lead dealer manager (each a “Dealer Manager”, and together with the Global Coordinator, the “Dealer Managers”) and collectively as Dealer Managers in connection with this Dealer Manager Agreement (the “Agreement”) and the Invitation and authorizes you to act as such on its behalf in accordance with this Agreement and the terms of the Invitation. Argentina has approved the Invitation Material and authorizes you and your respective affiliates to use the Invitation Material in connection with the invitation to submit offers to exchange pursuant to the Invitation. You agree to perform in connection with the Invitation those services that are customarily performed by investment banking concerns in connection with similar exchange offers, including the solicitation of tenders and exchanges pursuant to the Invitation. Your duties or responsibilities as Dealer Managers will not include (i) providing tax, legal, regulatory, accountancy or other specialist or technical advice or services, (ii) providing general financial advice, or (iii) assuming any responsibility for the verification of the information in the Invitation Material or any ancillary documents, except for the Dealer Manager Information (as defined in Section 11(b) hereof). For the avoidance of doubt, the Dealer Managers may, in the performance of their services hereunder and in consultation with Argentina, delegate the performance of all or certain of such services as they may select to any of their respective affiliated entities; provided, however, that no such delegation by the Dealer Managers shall in any respect affect the terms hereof, and each Dealer Manager shall be responsible for any acts or omissions by any of its respective affiliated entities in the performance of any services delegated hereunder to such entity.
Appointment as Dealer Managers. (a) The Company hereby appoints you as Dealer Managers and authorizes you to act as such in connection with the Transactions. As Dealer Managers, you agree, in accordance with your customary practice, to perform those services in connection with the Transactions as are customarily performed by investment banking firms in connection with exchange offers of like nature, including, but not limited to, the solicitation of tenders of Existing Subordinated Notes pursuant to the Exchange Offer. Your respective obligations as Dealer Managers hereunder shall be several and not joint and several. The performance of such services by you hereunder shall commence upon the mailing of the Exchange Offer Statement and related documents to each holder of Existing Subordinated Notes whom the Company believes to be a Qualified Offeree (the date of commencement of such distribution being herein referred to as the "Commencement Date").
Appointment as Dealer Managers. (a) The Company agrees that Citigroup Global Markets Inc., Banc of America Securities LLC and X.X. Xxxxxx Securities Inc. will act as the exclusive dealer managers for the Exchange Offer (each a “Dealer Manager” and collectively, the “Dealer Managers”) in accordance with your customary practices, including without limitation the solicitation of tenders pursuant to the Exchange Offer, assisting in the distribution of the Offering Documents and communicating generally regarding the Exchange Offer with brokers, dealers, commercial banks and trust companies and other holders of the Existing Securities.
Appointment as Dealer Managers. (a) The Company agrees that Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC will act, severally and not jointly, as the exclusive joint dealer managers for the Exchange Offers (each a “Dealer Manager” and collectively, the “Dealer Managers”) in accordance with your customary practices, including without limitation by soliciting tenders pursuant to the Exchange Offers, communicating with brokers, dealers, commercial banks and trust companies with respect to the Exchange Offers and assisting in the distribution of the Offering Documents.
Appointment as Dealer Managers. (a) The Republic hereby appoints you as exclusive Dealer Managers, and authorizes you to act as such on its behalf, in connection with this Agreement and the Global Bond Offering, including pursuant to your obligations as set forth in this Section 2 and Section 5 hereof. You agree to (i) use your best efforts to solicit Exchange Offers pursuant to the Invitation, (ii) communicate with brokers, dealers, commercial banks and trust companies and holders of Old Bonds with respect to the Global Bond Offering and (iii) perform the duties assigned to you in the Global Bond Offering Material (as defined below).
Appointment as Dealer Managers. The Republic hereby appoints J.P. Morgan Securities Inc. as the global coordinator and joint lead manxxxx (xxx "Global Coordinator") and Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. as the joint lead managers (together with the Global Coordinator, the "Dealer Managers") in connection with this Dealer Managers Agreement (this "Agreement") and the transactions contemplated herein. The Republic hereby authorizes you to act as such on its behalf, in accordance with this Agreement and the Invitation, including pursuant to your obligations as Dealer Managers set forth in this Section 2 and Section 5 hereof. Each Dealer Manager represents, warrants and agrees that it will perform those services in connection with the Exchange Offers that are customarily performed by investment banks acting in such roles in connection with similar transactions, including, but not limited to, soliciting Exchange Offers pursuant to the Invitation and communicating generally regarding the Invitation with brokers, dealers, commercial banks, trust companies and other persons, including the holders of the Old Bonds, and assisting in the distribution of the Offering Materials (as defined below).
Appointment as Dealer Managers. UMS hereby appoints each of Barclays Capital Inc. and Mxxxxx Sxxxxxx & Co. Incorporated as exclusive dealer managers (the “Dealer Managers”) in connection with the Invitation and authorizes each of you to act as such on its behalf, in accordance with this Dealer Managers Agreement (this “Agreement”). You agree to (i) use your reasonable best efforts to solicit Offers pursuant to the Invitation, (ii) communicate with brokers, dealers, commercial banks and trust companies with respect to the Invitation, and (iii) perform the duties ascribed to you in the Invitation Material (as defined in Section 4(a) hereof).
