Benchmark Amendments. If any Successor Rate or Alternative Rate and, in either case, the applicable Adjustment Spread is determined in accordance with this Condition 3.4 and the Issuer, following consultation with the Independent Adviser determines, acting in good faith and in a commercially reasonable manner, (A) that amendments to the Conditions (including, without limitation, amendments to the definitions of Day Count Fraction, Business Days or Relevant Screen Page) are necessary to ensure the proper operation of such Successor Rate or Alternative Rate and/or, in either case, Adjustment Spread (such amendments, the Benchmark Amendments) and (B) the terms of the Benchmark Amendments, then the Issuer shall, subject to giving notice thereof in accordance with Condition 3.4(e), without any requirement for the consent or approval of the Noteholders, the Receiptholders or the Couponholders (as applicable), vary the Conditions to give effect to such Benchmark Amendments with effect from the date specified in such notice. In connection with any such variation in accordance with this Condition 3.4, the Issuer shall comply with the rules of any stock exchange on which the Notes are for the time being listed or admitted to trading.
Appears in 4 contracts
Samples: Agency Agreement, Agency Agreement, Agency Agreement
Benchmark Amendments. If any Successor Rate, Alternative Rate or Alternative Rate and, in either case, the applicable Adjustment Spread is determined in accordance with this Condition 3.4 4.2(b)(iv) and the Issuer, following consultation with the Independent Adviser determines, acting Issuer determines in good faith and in a commercially reasonable manner, (Ai) that amendments to the Terms and Conditions of the Notes (including, without limitation, amendments to the definitions of Day Count Fraction, Business Days Days, or Relevant Screen Page) are necessary to ensure the proper operation of such Successor Rate or Rate, Alternative Rate and/or, in either case, and/or Adjustment Spread (such amendments, the Benchmark Amendments) and (Bii) the terms of the Benchmark Amendments, then the Issuer shall, subject to giving notice thereof in accordance with Condition 3.4(e4.2(b)(iv)(D), without any requirement for the consent or approval of the Noteholders, the Receiptholders or the Couponholders (as applicable)Couponholders, vary the Terms and Conditions of the Notes to give effect to such Benchmark Amendments with effect from the date specified in such notice. In connection with any such variation in accordance with this Condition 3.44.2(b)(iv), the Issuer shall comply with the rules of any stock exchange on which the Notes are for the time being listed or admitted to trading.
Appears in 3 contracts
Samples: Agency Agreement, Agency Agreement, Agency Agreement
Benchmark Amendments. If any Successor Rate or Alternative Rate and, and (in either case, ) the applicable Adjustment Spread is determined in accordance with this Condition 3.4 6.5 and the Issuer, following consultation with the Independent Adviser determines(if appointed), acting determines in good faith and in a commercially reasonable manner, (A) that amendments to the Conditions (including, without limitation, amendments to the definitions of Day Count Fraction, Business Days Days, or Relevant Screen Page) are necessary to ensure the proper operation (having regard to prevailing market practice, if any) of such Successor Rate or Rate, Alternative Rate and/or, and (in either case, ) the applicable Adjustment Spread (such amendments, the βBenchmark Amendmentsβ) and (B) the terms of the Benchmark Amendments, then the Issuer shall, subject to giving notice thereof in accordance with Condition 3.4(e6.5(f), without any requirement for the consent or approval of the Noteholders, the Receiptholders Noteholders or the Couponholders (as applicable)Couponholders, vary the Conditions to give effect to such Benchmark Amendments with effect from the date specified in such notice. In connection with any such variation in accordance with this Condition 3.46.5, the Issuer shall comply with the rules of any stock exchange on which the Notes are for the time being listed or admitted to trading.
Appears in 1 contract
Samples: Agency Agreement