Common use of CANCELLATION, DESTRUCTION, RECORDS AND CUSTODY Clause in Contracts

CANCELLATION, DESTRUCTION, RECORDS AND CUSTODY. 5.1 All Notes which mature and are paid in full shall be cancelled forthwith by the Agent. The Agent shall, unless the relevant Issuer otherwise directs, destroy the cancelled Notes, and as soon as reasonably practicable after each maturity date, furnish at the request of the relevant Issuer with particulars of the aggregate principal amount of the Notes maturing on such maturity date which have been destroyed since the last certification so furnished and the series and serial numbers of all such Notes. 5.2 In respect of New Global Notes which mature and are paid in full, the Agent shall cancel such aggregate principal amount outstanding of Notes represented by such New Global Note. The Agent shall instruct the ICSDs (in accordance with the provisions of Schedule 2 (Duties under the Issuer-ICSDs Agreement)) to make appropriate entries in their respective records to reflect such cancellation and shall instruct the Common Safekeeper to destroy the New Global Note. 5.3 In the case of a New Global Note which has been destroyed by the Common Safekeeper, the Agent shall, upon receipt of confirmation of destruction from the Common Safekeeper, furnish the relevant Issuer with a copy of the confirmation of destruction received by it from the Common Safekeeper (provided that, if the Agent is the Common Safekeeper, the Agent shall destroy the New Global Note, as the case may be, in accordance with Clause 3.10, Clause 5.2 and/or Clause 5.4. 5.4 The Agent shall keep and make available at all reasonable times to the relevant Issuer a full and complete record of all Notes and of their issue, payment, cancellation and destruction and, in the case of Global Notes, their exchange for Definitive Notes. 5.5 The Agent shall maintain in safe custody all forms of Notes delivered to and held by it hereunder and shall ensure that the same are only completed, authenticated and delivered or made available in accordance with the terms hereof. 5.6 An Issuer may from time to time with the approval, where appropriate, of the Agent make arrangements as to the replacement of Notes which shall have been lost, stolen, mutilated, defaced or destroyed, including (without limitation) arrangements as to evidence of title, costs, delivery and indemnity. No New Global Note shall be delivered as a replacement for any of the same lost, stolen, mutilated, defaced or destroyed otherwise than against confirmation of such loss, stolen form, mutilation, defacement or destruction from the Common Safekeeper and any replacement New Global Note shall be delivered to the Common Safekeeper together with instructions to effectuate it. 5.7 The Agent shall make available for inspection during its office hours at its specified office copies of this Agreement, the Deed of Covenant and the Guarantee.

Appears in 2 contracts

Samples: Note Agency Agreement (Ecolab Inc.), Note Agency Agreement (Ecolab Inc.)

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CANCELLATION, DESTRUCTION, RECORDS AND CUSTODY. 5.1 6.1 All Notes which mature and are paid in full shall be cancelled forthwith by the Paying Agent through which they are paid. In the case of a Paying Agent other than the Paying Agent specified above, it shall as soon as practicable give all relevant details and forward the cancelled Notes to such Paying Agent. The Paying Agent shall, unless the relevant Issuer otherwise directs, destroy the cancelled Notes, and as soon as reasonably practicable after each maturity dateMaturity Date, furnish at the request of the relevant Issuer with particulars of the aggregate principal amount of the Notes maturing on such maturity date Maturity Date which have been destroyed since the last certification so furnished and the series and serial numbers of all such Notes. 5.2 In respect of New Global Notes which mature and are paid in full, the Agent shall cancel such aggregate principal amount outstanding of Notes represented by such New Global Note. 6.2 The Agent shall instruct the ICSDs (in accordance with the provisions of Schedule 2 (Duties under the Issuer-ICSDs Agreement)) to make appropriate entries in their respective records to reflect such cancellation and shall instruct the Common Safekeeper to destroy the New Global Note. 5.3 In the case of a New Global Note which has been destroyed by the Common Safekeeper, the Agent shall, upon receipt of confirmation of destruction from the Common Safekeeper, furnish the relevant Issuer with a copy of the confirmation of destruction received by it from the Common Safekeeper (provided that, if the Agent is the Common Safekeeper, the Agent shall destroy the New Global Note, as the case may be, in accordance with Clause 3.10, Clause 5.2 and/or Clause 5.4. 5.4 The Paying Agent shall keep and make available at all reasonable times to the relevant Issuer a full and complete record of all Notes and of their issue, payment, cancellation and destruction and, in the case of Global Notes, their exchange for Definitive NotesNotes but the Paying Agent shall have no liability for any failure to comply herewith if the information required to be provided to it has not been provided by the Issuer, the Issuing Agent or, if applicable, any other Paying Agent. 5.5 6.3 The Issuing Agent shall maintain in safe custody all forms of Notes delivered to and held by it hereunder and shall ensure that the same are only completed, authenticated and delivered or made available in accordance with the terms hereof. 5.6 An 6.4 The Issuer may from time to time with the approval, where appropriate, of the Issuing Agent make arrangements as to the replacement of Notes which shall have been lost, stolen, mutilated, defaced or destroyed, including (without limitation) arrangements as to evidence of title, costs, delivery and indemnity. No New Global Note shall be delivered as a replacement for any of the same lost, stolen, mutilated, defaced or destroyed otherwise than against confirmation of such loss, stolen form, mutilation, defacement or destruction from the Common Safekeeper and any replacement New Global Note shall be delivered to the Common Safekeeper together with instructions to effectuate it. 5.7 6.5 The Paying Agent shall make available for inspection during its office hours at its specified office copies of this Agreement, the Deed of Covenant and the Guarantee.

Appears in 1 contract

Samples: Issuing and Paying Agency Agreement (Steelcase Inc)

CANCELLATION, DESTRUCTION, RECORDS AND CUSTODY. 5.1 All Notes which mature and are paid in full and all Global Notes which are exchanged in full shall be cancelled forthwith by the Paying Agent through which they are paid or exchanged. In the case of the Paying Agent, it shall as soon as practicable give relevant details of all payments and exchanges and forward the cancelled Notes to the Principal Paying Agent. The Principal Paying Agent shall, unless the relevant Issuer otherwise directs, destroy the cancelled Notes, and as soon as reasonably practicable after each maturity dateMaturity Date, furnish at the request of the relevant Issuer with particulars of the aggregate principal amount of the Notes maturing on such maturity date Maturity Date which have been destroyed paid and cancelled since the last certification so furnished and the series Series and serial numbers of all such Notes. 5.2 In respect of New Global Notes which mature and are paid in fullUnless otherwise previously instructed by the Issuer, the Agent shall cancel such aggregate principal amount outstanding of Notes represented by such New Global Note. The Agent shall instruct the ICSDs (in accordance with the provisions of Schedule 2 (Duties under the Issuer-ICSDs Agreement)) to make appropriate entries in their respective records to reflect such cancellation and shall instruct the Common Safekeeper to destroy the New Global Note. 5.3 In the case of a New Global Note which has been destroyed by the Common Safekeeper, the Agent shall, upon receipt of confirmation of destruction from the Common Safekeeper, furnish the relevant Issuer with a copy of the confirmation of destruction received by it from the Common Safekeeper (provided that, if the Agent is the Common Safekeeper, the Principal Paying Agent shall destroy the New Global Note, as cancelled Notes in its possession and furnish the case may be, in accordance Issuer with Clause 3.10, Clause 5.2 and/or Clause 5.4a destruction certificate containing written particulars of the Series and serial numbers of the Notes so destroyed. 5.4 5.3 The Principal Paying Agent shall keep and make available at all reasonable times to the relevant Issuer a full and complete record of all Notes and of their issue, payment, cancellation (as the case may be) and destruction and, in the case of Global Notes, their exchange for Definitive Notes. 5.5 5.4 The Issue Agent shall maintain in safe custody all forms of Notes delivered to and held by it hereunder and shall ensure that the same are only completed, authenticated and delivered or made available in accordance with the terms hereof. 5.6 An 5.5 The Issuer may from time to time with the approval, where appropriate, of the Issue Agent make arrangements as to the replacement of Notes which shall have been lost, stolen, mutilated, defaced or destroyed, including (without limitation) arrangements as to evidence of title, costs, delivery and indemnity. No New Global Note shall be delivered as a replacement for any of the same lost, stolen, mutilated, defaced or destroyed otherwise than against confirmation of such loss, stolen form, mutilation, defacement or destruction from the Common Safekeeper and any replacement New Global Note shall be delivered to the Common Safekeeper together with instructions to effectuate it. 5.7 5.6 The Principal Paying Agent shall make available for inspection during its office hours at its specified office copies of this Agreement, the Deed of Covenant Dealer Agreement and the Guarantee.Declaration of Direct Rights. For this purpose, the Issuer shall furnish the Principal Paying Agent with sufficient copies of each of such documents

Appears in 1 contract

Samples: Agency Agreement

CANCELLATION, DESTRUCTION, RECORDS AND CUSTODY. 5.1 6.1 All Classic Global Notes and Definitive Notes which mature and are paid in full shall be cancelled forthwith as soon as reasonably practicable by the Paying Agent through which they are paid. In the case of a Paying Agent other than the Paying Agent specified above, it shall as soon as practicable give all relevant details and forward the cancelled Classic Global Notes and Definitive Notes to such Paying Agent. The Paying Agent shall, unless the relevant Issuer otherwise directs, destroy the cancelled Classic Global Notes and Definitive Notes, and as soon as reasonably practicable after each maturity dateMaturity Date, furnish at the request of the relevant Issuer with particulars of the aggregate principal amount of the Classic Global Notes and Definitive Notes maturing on such maturity date Maturity Date which have been destroyed since the last certification so furnished and the series and serial numbers of all such Classic Global Notes and Definitive Notes. 5.2 6.2 In respect of New Global Notes which mature and are paid in full, the Paying Agent through which they are paid shall cancel such aggregate principal amount outstanding of Notes represented by such New Global NoteNote and promptly inform the Issue Agent of such cancellation. The Issue Agent shall instruct the ICSDs (in accordance with the provisions of Schedule 2 4 (Duties under the Issuer-ICSDs Agreement)) to make appropriate entries in their respective records to reflect such cancellation and shall instruct the Common Safekeeper to destroy the New Global Note. 5.3 6.3 In the case of a New Global Note which has been destroyed by the Common Safekeeper, the Issue Agent shall, upon request by the Issuer and following receipt of confirmation of destruction from the Common Safekeeper, furnish the relevant Issuer with a copy of the confirmation of destruction received by it from the Common Safekeeper (provided that, if the Issue Agent is the Common Safekeeper, the Issue Agent shall destroy the New Global NoteNote in accordance with Clause 4.9 or sub-clause 6.2, as the case may be, in accordance with Clause 3.10, Clause 5.2 and/or Clause 5.4). 5.4 6.4 The Paying Agent shall keep and make available at all reasonable times to the relevant Issuer a full and complete record of all Notes and of their issue, payment, cancellation and destruction and, in the case of Global Notes, their exchange for Definitive NotesNotes but the Paying Agent shall have no liability for any failure to comply herewith if the information required to be provided to it has not been provided by the Issuer or the Issue Agent. 5.5 6.5 The Issue Agent shall maintain in safe custody all forms of Notes delivered to and held by it hereunder and shall ensure that the same are only completed, authenticated (and, if applicable, effectuated) and delivered or made available in accordance with the terms hereof. 5.6 An 6.6 The Issuer may from time to time with the approval, where appropriate, of the Issue Agent make arrangements as to the replacement of Notes which shall have been lost, stolen, mutilated, defaced or destroyed, including (without limitation) arrangements as to evidence of title, costs, delivery and indemnity. No New Global Note shall be delivered as a replacement for any of the same lost, stolen, mutilated, defaced or destroyed otherwise than against confirmation of such loss, stolen form, mutilation, defacement or destruction from the Common Safekeeper and any replacement New Global Note shall be delivered to the Common Safekeeper together with instructions to effectuate it. 5.7 6.7 The Paying Agent shall make available for inspection during its office hours at its specified office copies of this Agreement, the Deed of Covenant and the Guarantee.

Appears in 1 contract

Samples: Issue and Paying Agency Agreement

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CANCELLATION, DESTRUCTION, RECORDS AND CUSTODY. 5.1 All Notes which mature and are paid in full shall be cancelled forthwith by the Agent. The Agent shall, unless the relevant Issuer otherwise directs, destroy the cancelled Notes, and as soon as reasonably practicable after each maturity date, furnish at the request of the relevant Issuer with particulars of the aggregate principal amount of the Notes maturing on such maturity date which have been destroyed since the last certification so furnished and the series and serial numbers of all such Notes. 5.2 In respect of New Global Notes which mature and are paid in full, the Agent shall cancel such aggregate principal amount outstanding of Notes represented by such New Global Note. The Agent shall instruct the ICSDs (in accordance with the provisions of Schedule 2 1 (Duties under the Issuer-ICSDs Agreement)) to make appropriate entries in their respective records to reflect such cancellation and shall instruct the Common Safekeeper to destroy the New Global Note. 5.3 In the case of a New Global Note which has been destroyed by the Common Safekeeper, the Agent shall, upon receipt of confirmation of destruction from the Common Safekeeper, furnish the relevant Issuer with a copy of the confirmation of destruction received by it from the Common Safekeeper (provided that, if the Agent is the Common Safekeeper, the Agent shall destroy the New Global Note, as the case may be, in accordance with Clause 3.10, Clause 5.2 and/or Clause 5.4. 5.4 The Agent shall keep and make available at all reasonable times to the relevant Issuer a full and complete record of all Notes and of their issue, payment, cancellation and destruction and, in the case of Global Notes, their exchange for Definitive Notes. 5.5 The Agent shall maintain in safe custody all forms of Notes delivered to and held by it hereunder and shall ensure that the same are only completed, authenticated and delivered or made available in accordance with the terms hereof. 5.6 An Issuer may from time to time with the approval, where appropriate, of the Agent make arrangements as to the replacement of Notes which shall have been lost, stolen, mutilated, defaced or destroyed, including (without limitation) arrangements as to evidence of title, costs, delivery and indemnity. No New Global Note shall be delivered as a replacement for any of the same lost, stolen, mutilated, defaced or destroyed otherwise than against confirmation of such loss, stolen form, mutilation, defacement or destruction from the Common Safekeeper and any replacement New Global Note shall be delivered to the Common Safekeeper together with instructions to effectuate it. 5.7 The Agent shall make available for inspection during its office hours at its specified office copies of this Agreement, the Deed of Covenant and the Guarantee.

Appears in 1 contract

Samples: Note Agency Agreement (Ecolab Inc.)

CANCELLATION, DESTRUCTION, RECORDS AND CUSTODY. 5.1 All Notes which mature and are paid in full shall be cancelled forthwith by the Paying Agent through which they are paid. In the case of the Paying Agent, it shall as soon as practicable give all relevant details and forward the cancelled Notes to the Principal Paying Agent. The Principal Paying Agent shall, unless the relevant Issuer otherwise directs, destroy the cancelled Notes, and as soon as reasonably practicable after each maturity dateMaturity Date, furnish at the request of the relevant Issuer with particulars of the aggregate principal amount of the Notes maturing on such maturity date Maturity Date which have been destroyed paid and cancelled since the last certification so furnished and the series Series and serial numbers of all such Notes. 5.2 In respect of New Global Notes which mature and are paid in fullUnless otherwise previously instructed by the Issuer, the Agent shall cancel such aggregate principal amount outstanding of Notes represented by such New Global Note. The Agent shall instruct the ICSDs (in accordance with the provisions of Schedule 2 (Duties under the Issuer-ICSDs Agreement)) to make appropriate entries in their respective records to reflect such cancellation and shall instruct the Common Safekeeper to destroy the New Global Note. 5.3 In the case of a New Global Note which has been destroyed by the Common Safekeeper, the Agent shall, upon receipt of confirmation of destruction from the Common Safekeeper, furnish the relevant Issuer with a copy of the confirmation of destruction received by it from the Common Safekeeper (provided that, if the Agent is the Common Safekeeper, the Principal Paying Agent shall destroy the New Global Note, as cancelled Notes in its possession and furnish the case may be, in accordance Issuer with Clause 3.10, Clause 5.2 and/or Clause 5.4a destruction certificate. 5.4 5.3 The Principal Paying Agent shall keep and make available at all reasonable times to the relevant Issuer a full and complete record of all Notes and of their issue, payment, cancellation and destruction and, in the case of Global Notes, their exchange for Definitive Notes. 5.5 5.4 The Issue Agent shall maintain in safe custody all forms of Notes delivered to and held by it hereunder and shall ensure that the same are only completed, authenticated and delivered or made available in accordance with the terms hereof. 5.6 An 5.5 The Issuer may from time to time with the approval, where appropriate, of the Issue Agent make arrangements as to the replacement of Notes which shall have been lost, stolen, mutilated, defaced or destroyed, including (without limitation) arrangements as to evidence of title, costs, delivery and indemnity. No New Global Note shall be delivered as a replacement for any of the same lost, stolen, mutilated, defaced or destroyed otherwise than against confirmation of such loss, stolen form, mutilation, defacement or destruction from the Common Safekeeper and any replacement New Global Note shall be delivered to the Common Safekeeper together with instructions to effectuate it. 5.7 5.6 The Principal Paying Agent shall make available for inspection during its office hours at its specified office copies of this Agreement, the Dealer Agreement and the Deed of Covenant and the GuaranteeCovenant.

Appears in 1 contract

Samples: Agency Agreement

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