BNP PARIBAS SECURITIES SERVICES, S Sample Clauses

BNP PARIBAS SECURITIES SERVICES, S. C.A., SUCURSAL EN ESPAÑA as Spanish Paying Agent relating to EUR 8,000,000,000 Euro Medium Term Note Programme 1. INTERPRETATION 2 2. APPOINTMENT OF THE PAYING AGENTS 6 3. THE NOTES 7 4. ISSUANCE OF NOTES 8 5. REPLACEMENT NOTES 13 6. PAYMENTS TO THE FISCAL AGENT 14 7. PAYMENTS TO NOTEHOLDERS 15 8. MISCELLANEOUS DUTIES OF THE PAYING AGENTS 18 9. PROCEDURES FOR COMPLIANCE WITH SPANISH TAX LEGISLATION 22 10. EARLY REDEMPTION AND EXERCISE OF OPTIONS 22 11. APPOINTMENT AND DUTIES OF THE CALCULATION AGENT 23 12. FEES AND EXPENSES 24 13. TERMS OF APPOINTMENT 25 14. CHANGES IN AGENTS 27 15. NOTICES 30 16. CONFIDENTIALITY AND DATA PROTECTION 30 17. LAW AND JURISDICTION 32 18. MODIFICATION AND EXERCISE OF RIGHTS 33 19. ENTIRE AGREEMENT 33 20. COUNTERPARTS 33 21. RIGHTS OF THIRD PARTIES 34 SCHEDULE 1: PROVISIONS FOR MEETINGS OF NOTEHOLDERS 35 SCHEDULE 2: THE SPECIFIED OFFICES OF THE AGENTS 42 SCHEDULE 3: FORM OF CALCULATION AGENT APPOINTMENT LETTER 43 SCHEDULE 4: PROCEDURES FOR COMPLIANCE WITH SPANISH TAX LEGISLATION 45 SCHEDULE 5: FORM OF PUT OPTION NOTICE 49 SCHEDULE 6: FORM OF PUT OPTION RECEIPT 51 SCHEDULE 7: DUTIES UNDER THE ISSUER-ICSDS AGREEMENT 52 SIGNATURES 53 (1) ADIF-ALTA VELOCIDAD (the "Issuer"); (2) BNP PARIBAS SECURITIES SERVICES, LUXEMBOURG BRANCH société en commandite par actions (S.C.A.) incorporated under the laws of France, registered with the Registre du Commerce et des Sociétés of Paris under number 000 000 000, whose registered office is at 3, Rue x’Xxxxx – 00000 Xxxxx, Xxxxxx and acting through its Luxembourg Branch whose offices are at 00, xxxxxx X.X. Xxxxxxx, L-1855 Luxembourg, having as postal address X-0000 Xxxxxxxxxx and registered with the Luxembourg trade and companies register under number B. 86 862 as fiscal agent (the "Fiscal Agent") and as paying agent; and
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BNP PARIBAS SECURITIES SERVICES, S. C.A., SUCURSAL EN ESPAÑA as Spanish paying agent (the "Spanish Paying Agent").
BNP PARIBAS SECURITIES SERVICES, S. C.A., Greece (operating through its Athens branch) Czech Republic Československá obchodní banka, a.s. UniCredit Bank Czech Republic a.s. STATE STREET GLOBAL CUSTODY NETWORK SUBCUSTODIANS Denmark Skandinaviska Enskilda Xxxxxx XX (publ), Sweden (operating through its Copenhagen branch) Ecuador
BNP PARIBAS SECURITIES SERVICES, S. C.A., Paris (operating through its Lisbon branch with support from its Paris branch) Deutsche Bank AG, Netherlands (operating through its Amsterdam branch with support from its Lisbon branch) Puerto Rico Citibank N.A. Qatar HSBC Bank Middle East Limited (as delegate of The Hongkong and Shanghai Banking Corporation Limited) Romania ING Bank N.V. Russia ING Bank (Eurasia) ZAO Saudia Arabia HSBC Saudi Arabia Limited (as delegate of The Hongkong and Shanghai Banking Corporation Limited) STATE STREET GLOBAL CUSTODY NETWORK SUBCUSTODIANS Senegal via Standard Chartered Bank Côte d’Ivoire S.A., Abidjan, Ivory Coast UniCredit Bank Serbia JSC Singapore Citibank N.A. United Overseas Bank Limited Slovak Republic Československá obchodná banka, a.s. UniCredit Bank Slovakia a.s. Slovenia UniCredit Banka Slovenija d.d. South Africa FirstRand Bank Limited Standard Bank of South Africa Limited Spain Deutsche Bank S.A.E. Sri Lanka The Hongkong and Shanghai Banking Corporation Limited Republic of Srpska UniCredit Bank d.d. Swaziland Standard Bank Swaziland Limited Sweden Skandinaviska Enskilda Xxxxxx XX (publ) Switzerland Credit Suisse AG UBS AG Taiwan - R.O.C. Deutsche Bank AG Standard Chartered Bank (Taiwan) Limited Thailand Standard Chartered Bank (Thai) Public Company Limited Togo via Standard Chartered Bank Côte d’Ivoire S.A., Abidjan, Ivory Coast Trinidad & Tobago Republic Bank Limited Tunisia Banque Internationale Arabe de Tunisie Turkey Citibank, A.Ş. Deutsche Bank A.Ş. Uganda Standard Chartered Bank Uganda Limited Ukraine ING Bank Ukraine United Arab Emirates – HSBC Bank Middle East Limited Dubai Financial Market (as delegate of The Hongkong and Shanghai Banking Corporation Limited) United Arab Emirates – HSBC Bank Middle East Limited Dubai International (as delegate of The Hongkong and Shanghai Banking Corporation Limited) Financial Center United Arab Emirates – HSBC Bank Middle East Limited Abu Dhabi (as delegate of The Hongkong and Shanghai Banking Corporation Limited) United Kingdom State Street Bank and Trust Company, United Kingdom branch Uruguay Banco Itaú Uruguay S.A. STATE STREET GLOBAL CUSTODY NETWORK SUBCUSTODIANS Venezuela Citibank, N.A. Vietnam HSBC Bank (Vietnam) Limited Zambia Standard Chartered Bank Zambia Plc. Zimbabwe Stanbic Bank Zimbabwe Limited (as delegate of Standard Bank of South Africa Limited) State Street Global Custody NetworkJune 30, 2013 DEPOSITORIES OPERATING IN NETWORK MARKETS – SCHEDULE B Argentina Caja de Valores S.A. Australia Austr...

Related to BNP PARIBAS SECURITIES SERVICES, S

  • Investment Securities and Commodities (i) Each of the Company and its Subsidiaries has good title in all material respects to all securities and commodities owned by it (except those sold under repurchase agreements) which are material to the Company and its Subsidiaries on a consolidated basis, free and clear of any Liens, except for such failures to have good title as are set forth in the financial statements included in the Company Reports as of the entry into this Agreement or to the extent such securities or commodities are pledged in the ordinary course of business to secure obligations of the Company or its Subsidiaries. Such securities and commodities are valued on the books of the Company in accordance with GAAP in all material respects. (ii) The Company and its Subsidiaries and their respective businesses employ investment, securities, commodities, risk management and other policies, practices and procedures that the Company believes are prudent and reasonable in the context of such businesses, and the Company and its Subsidiaries have, since January 1, 2023, been in compliance with such policies, practices and procedures in all material respects.

  • Deposit of Fund Assets in U.S. Securities Systems The Custodian may deposit and/or maintain securities owned by a Portfolio in a U.S. Securities System in compliance with the conditions of Rule 17f-4 under the 1940 Act, as amended from time to time.

  • FOREIGN SECURITIES SYSTEMS Foreign securities shall be maintained in a Foreign Securities System in a designated country through arrangements implemented by the Custodian or a Foreign Sub-Custodian, as applicable, in such country.

  • Foreign Securities Depositories Except as may otherwise be agreed upon in writing by the Custodian and the Fund, assets of the Portfolios shall be maintained in foreign securities depositories only through arrangements implemented by the foreign banking institutions serving as sub-custodians pursuant to the terms hereof. Where possible, such arrangements shall include entry into agreements containing the provisions set forth in Section 3.4 hereof.

  • Subcustodians and Securities Depositories Subject to the provisions hereinafter set forth in this Section 8, the Fund hereby authorizes the Custodian to utilize Securities Depositories to act on behalf of the Fund and to appoint from time to time and to utilize Subcustodians. With respect to securities and funds held by a Subcustodian, either directly or indirectly (including by a Securities Depository or Clearing Corporation), notwithstanding any provisions of this Agreement to the contrary, payment for securities purchased and delivery of securities sold may be made prior to receipt of securities or payment, respectively, and securities or payment may be received in a form, in accordance with (a) governmental regulations, (b) rules of Securities Depositories and clearing agencies, (c) generally accepted trade practice in the applicable local market, (d) the terms and characteristics of the particular Investment, or (e) the terms of Instructions.

  • Portfolio Securities Portfolio securities of the Issuer may be bought or sold by or through Distributors, and Distributors may participate directly or indirectly in brokerage commissions or "spreads" for transactions in portfolio securities of the Issuer.

  • Foreign Subcustodians and Securities Depositories Unless instructed otherwise by the Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.5 below, the Custodian shall have prepared an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, from time to time, appoint (a) any bank, trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Fund as a Subcustodian for purposes of holding Investments of the Fund outside the United States.

  • Subcustodians Securities Depositories and Other Agents 5.1 Appointment of Subcustodians; Use of Securities Depositories (a) X.X. Xxxxxx is authorized under this Agreement to act through and hold the Customer’s Financial Assets with Subcustodians. At the request of Customer, X.X. Xxxxxx may, but need not, add to Schedule 1 an Eligible Foreign Custodian where X.X. Xxxxxx has not acted as Foreign Custody Manager with respect to the selection thereof. X.X. Xxxxxx shall notify Customer in the event that it elects to add any such entity. X.X. Xxxxxx will use reasonable care in the selection, monitoring and continued appointment of such Subcustodians. In addition, X.X. Xxxxxx and each Subcustodian may deposit Securities with, and hold Securities in any Securities Depository on such terms as such Securities Depository customarily operates and the Customer will provide X.X. Xxxxxx with such documentation or acknowledgements that X.X. Xxxxxx may require to hold the Financial Assets in such Securities Depository. (b) Any agreement X.X. Xxxxxx enters into with a Subcustodian for holding X.X. Xxxxxx’x customers’ assets will provide that such assets will not be subject to any right, charge, security interest, lien or claim of any kind in favor of such Subcustodian or its creditors except a claim for payment for their safe custody or administration, or, in the case of cash deposits held by a foreign Subcustodian, except for liens or rights in favor of creditors of such Subcustodian arising under bankruptcy, insolvency or similar law, and that the beneficial ownership thereof will be freely transferable without the payment of money or value other than for safe custody or administration. X.X. Xxxxxx shall be responsible for all claims for payment of fees for safe custody or administration so that no Subcustodian exercises any claim for such payment against the Customer’s assets. Where a Subcustodian deposits Securities with a Securities Depository, X.X. Xxxxxx will cause the Subcustodian to identify on its records that the Securities deposited by the Subcustodian at such Securities Depository belong to X.X. Xxxxxx, as agent. This Section 5.1(b) will not apply to the extent of any special agreement or arrangement made by the Customer with any particular Subcustodian. (c) X.X. Xxxxxx is not responsible for the selection or monitoring of any Securities Depository and will not be liable for any act or omission by (or the insolvency of) any Securities Depository. In the event the Customer incurs a loss due to the negligence, willful misconduct, or insolvency of a Securities Depository, X.X. Xxxxxx will make reasonable efforts, in its discretion, to seek recovery from the Securities Depository, but X.X. Xxxxxx will not be obligated to institute legal proceedings, file proof of claim in any insolvency proceeding, or take any similar action. (d) The term Subcustodian as used in this Section 5.1 shall mean the following: (i) a ‘U.S. Bank,’ which shall mean a U.S. bank as defined in rule 17f-5(a)(7); (ii) an ‘Eligible Foreign Custodian,’ which shall mean: (i) a banking institution or trust company, incorporated or organized under the laws of a country other than the United States, that is regulated as such by that country’s government or an agency thereof, and (ii) a majority-owned direct or indirect subsidiary of a U.S. bank or bank holding company which subsidiary is incorporated or organized under the laws of a country other than the United States. In addition, an Eligible Foreign Custodian shall also mean any other entity that shall have been so qualified by exemptive order, rule or other appropriate action of the SEC. (iii) For purposes of clarity, it is agreed that as used in Section 5.2(a), the term Subcustodian shall not include any Eligible Foreign Custodian as to which X.X. Xxxxxx has not acted as Foreign Custody Manager.

  • Domestic Subcustodians and Securities Depositories The Custodian may deposit and/or maintain, either directly or through one or more agents appointed by the Custodian, Investments of the Fund in any Securities Depository in the United States, including The Depository Trust Company, provided such Depository meets applicable requirements of the Federal Reserve Bank or of the Securities and Exchange Commission. The Custodian may, at any time and from time to time, appoint any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Fund as a Subcustodian for purposes of holding Investments of the Fund in the United States.

  • SECURITIES SYSTEMS The Custodian may deposit and/or maintain securities owned by a Portfolio in a U.S. Securities System in compliance with the conditions of Rule 17f-4 under the 1940 Act, as amended from time to time.

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