Appointment of Additional Agents. Notwithstanding any provision herein to the contrary, the Corporation reserves the right to appoint additional agents for the offer and sale of Notes, which agency may be on an on-going basis or on a one-time basis. Any such additional agent shall become a party to this Agreement and shall thereafter be subject to the provisions hereof and entitled to the benefits hereunder upon the execution of a counterpart hereof or other form of acknowledgment of its appointment hereunder, including the form of letter attached hereto as Exhibit D, and delivery to the Corporation of addresses for notice hereunder and under the Procedures. After the time an Agent is appointed, the Corporation shall deliver to the Agent, at such Agent's request, copies of the documents delivered to other Agents under Sections 4(a), 4(b) and 4(c) and, if such appointment is on an on-going basis, Sections 6(b), 6(c) and 6(d) hereof. If such appointment is on an on-going basis, the Corporation will notify the other active Agents of such appointment.
Appointment of Additional Agents. The Company may appoint a financial institution (which may be the Collateral Agent) to act as its agent in performing its obligations and in accepting and enforcing performance of the obligations of the Purchase Contract Agent and the Holders, under this Agreement and the Purchase Contracts. Any such appointment shall not relieve the Company in any way from its obligations hereunder.
Appointment of Additional Agents. (a) The Collateral Agent shall, at any time and for any purpose or reason whatsoever, have the power to appoint any person to act either as a new or additional trustee, or as co-trustee jointly with the Collateral Agent, with (subject to the provisions of this Deed) such of the Collateral Agent’s rights (including the right to reasonable remuneration and indemnity but not exceeding those conferred on the Collateral Agent by this Deed), duties and obligations as are vested in the Collateral Agent by this Deed or any Credit Document as shall be conferred or imposed on such person by the instrument of such co-trustee’s appointment.
(b) Any such appointment by the Collateral Agent shall be reasonably acceptable to the Company; provided that the Company’s consent shall not be required pursuant to this clause (b) if an Event of Default exists at the time of the appointment of the new or additional or co-trustee acting jointly with the Agents.
(c) The Collateral Agent shall not be bound to supervise, or be responsible for any loss incurred by reason of any act or omission of any such person if the Collateral Agent shall have exercised reasonable care in the selection of such person.
(d) So long as it continues to be a trustee under this Deed, the Collateral Agent shall have power to remove any such new or additional trustee or co-Collateral Agents with or without cause.
(e) The remuneration the Collateral Agent may pay to any such person, and any costs and expenses incurred by such person in performing its functions pursuant to that appointment shall, for the purposes of this Deed, be treated as costs and expenses incurred by the Collateral Agent.
Appointment of Additional Agents. The Collateral Agent shall, at any time and for any purpose or reason whatsoever, have the power to appoint any person to act either as a new or additional trustee, or as co-trustee jointly with the Collateral Agent, with (subject to the provisions of this Deed) such of the Collateral Agent’s rights (including the right to reasonable remuneration and indemnity but not exceeding those conferred on the Collateral Agent by this Deed), duties and obligations as are vested in the Collateral Agent by this Deed or any Credit Document as shall be conferred or imposed on such person by the instrument of such co-trustee’s appointment.
Appointment of Additional Agents. The Company, without the consent of the Agents, may appoint additional firms or corporations to become Agents hereunder (each an “Additional Agent”) within the meaning of this Agreement upon the execution by the Company and each such Additional Agent of an agreement to the effect that such Additional Agent shall have all the rights, powers, duties and obligations of an Agent hereunder. If mutually agreed to by the Company and an Additional Agent in such agreement pursuant to this Section 7, the Company shall deliver (i) a letter addressed to such Additional Agent entitling such Additional Agent to the benefits of a prior opinion letter delivered by the Company pursuant to Section 5(d) as of the date of such prior opinion letter and (ii) a letter addressed to such Additional Agent entitling such Additional Agent to the benefits of the Company officer’s certificate delivered by the Company pursuant to Section 5(f) as of the date of such prior certificate, and the Company shall cause its independent registered public accounting firm to deliver a letter addressed to such Additional Agent entitling such Additional Agent to the benefits of a prior letter caused to be delivered by such firm pursuant to Section 5(c) as of the date of such prior letter.
Appointment of Additional Agents. Each of UBS Securities LLC (“UBS”) and X.X. Xxxxxx Securities Inc. (“JPMorgan” and, together with UBS, the “Additional Agents”) hereby accept the Company’s appointment of it as an agent under the Distribution Agreement in connection with the purchase as principal by it of the amount of the Notes specified below, subject to the terms and conditions stated herein and the Distribution Agreement. Each Additional Agent represents and warrants that such Additional Agent is a firm registered under the Exchange Act. The Company and each Additional Agent agree that, with respect to the Notes, each Additional Agent shall be an “Agent” under the Distribution Agreement, subject to the same terms and conditions of the other Agents under the Distribution Agreement, and shall be considered a party to the Distribution Agreement for all purposes. Any notices pursuant to the Distribution Agreement should be sent to the Additional Agents as follows: UBS Securities LLC 000 Xxxxxxxxxx Xxxxxxxxx Xxxxxxxx, Xxxxxxxxxxx 00000 Fax: (000) 000-0000 Attention: Fixed Income Syndicate X.X. Xxxxxx Securities Inc. 000 Xxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Fax: (000) 000-0000 Attention: High Grade Syndicate
Appointment of Additional Agents. Far greater certainty, Xxxxxxx X.X. may appoint such other exclusive sales agents for the solicitation of persons interested in producing or distributing the Show.
Appointment of Additional Agents. (a) The Company reserves the right to appoint additional Agents (each an "Additional Agent" and collectively, "Additional Agents") for the sale of one or more Notes, and to sell Notes directly to investors, but no such appointment or sale shall constitute the several Agents hereunder and any such Additional Agent as co-agents or entitle any Agent to compensation for any sale of Notes other than Notes sold as a result of a solicitation by it. Subject to the provisions of this Section 10, the appointment of an Additional Agent in connection with the sale of one or more of the Notes may be effected by the Company's addition of the name (and address for the receipt of notices) of such Additional Agent to the signature page of a counterpart of this Agreement, to which shall be attached a description of the material terms (including those that would be included in the applicable Pricing Supplement) of the proposed sale of Notes, and the execution of such counterpart by such Additional Agent and the Company. Promptly upon each appointment of any Additional Agent hereunder, the Company shall notify each other Agent and the Trustee of such appointment and of such material terms of the Notes to be sold pursuant thereto. The Company will notify each Agent of the amount of Notes from time to time remaining unsold and of such other information as may be reasonably necessary to prevent inadvertent solicitations for sales in excess of the amount of Notes then remaining unsold.
(b) Notwithstanding anything to the contrary contained in this Agreement, the Company shall be required to furnish to any Additional Agent, upon request, only such copies of opinions, certificates, comfort letters and other documents as theretofore have been delivered to the other Agents pursuant to this Agreement, and the furnishing thereof will not constitute a reaffirmation of any such opinions, certificates, comfort letters or, as applicable, other documents as of any date other than the date on which each such document originally was rendered and such Additional Agent acknowledges and agrees that it is not relying upon the accuracy of any opinion, certificate, comfort letter and, as applicable, other document as of any date other than the date on which such document originally was issued.
(c) As to any Additional Agent, if this Agreement has not earlier been terminated, it shall be deemed terminated in accordance with Section 9 herein immediately upon consummation of the sale of Notes with res...
Appointment of Additional Agents. The Issuer, in its sole discretion, -------------------------------- may appoint one or more additional parties to act as Agents hereunder from time to time. Any such appointment shall be made in writing signed by the Issuer and the party so appointed. Such appointment shall become effective in accordance with its terms after the execution and delivery of such writing by the Issuer and such other party. When such appointment is effective, such other party shall be deemed to be one of the Agents referred to in, and to have the rights and obligations of an Agent under, this Agreement, subject to the terms and conditions of such appointment. The Issuer shall deliver a copy of such appointment to the Agents promptly after it becomes effective.
Appointment of Additional Agents. The Agent may at any time appoint any person to act either as a separate agent or as a co-agent jointly with it:
12.1 if it considers such appointment to be in the interests of the Beneficiaries; or
12.2 for the purposes of complying with any law or regulation, and the Agent shall promptly give written notice to the other Beneficiaries and the Issuer of any such appointment. Any person so appointed shall have such powers, authorities and discretions and such duties and obligations conferred or imposed on it by the instrument of appointment and shall have the same protections and indemnities afforded to the Agent under this Deed. The Agent shall have power, in the same manner, to remove any person so appointed. The Agent may pay to any person so appointed any remuneration to such person for the performance of its functions pursuant to such appointment and any such remuneration, costs, charges and expenses incurred by such person in performing its functions pursuant to such appointment, shall be treated as costs, charges and expenses incurred by the Agent in performing its functions.
