Common use of Change in Agents Clause in Contracts

Change in Agents. 12.1 Each of the Fiscal Agent, Registrar, Exchange Agent and Transfer Agent in its capacity as such may be removed at any time by the giving to it of at least 30 days’ written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange Agent and Transfer Agent may at any time resign by giving at least 30 days’ written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Notes or before a new Fiscal Agent, Registrar, Exchange Agent and Transfer Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new Agent shall have accepted such appointment. Any change in any Agent shall be notified by the Issuer to the other Agent(s). 12.2 The Issuer agrees with the Fiscal Agent that if, by the day falling 10 days before the expiry of any notice under Clause 12.1 above, the Issuer has not appointed a replacement Fiscal Agent, then the Fiscal Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange Agent and Transfer Agent, as the case may be, pursuant to Clause 12.1, the Fiscal Agent, Registrar, Exchange Agent and Transfer Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange Agent and Transfer Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Agent and Transfer Agent shall hold all moneys deposited with it or held by it hereunder in respect of the Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Agent and Transfer Agent.

Appears in 13 contracts

Samples: Agency Agreement, Agency Agreement (Citigroup Inc), Agency Agreement (Citigroup Inc)

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Change in Agents. 12.1 Each of the Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent in its capacity as such may be removed at any time by the giving to it of at least 30 days' written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent may at any time resign by giving at least 30 days' written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Notes or before a new Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new Agent shall have accepted such appointment. Any change in any Agent shall be notified by the Issuer to the other Agent(s). 12.2 The Issuer agrees with the Fiscal Agent that if, by the day falling 10 days before the expiry of any notice under Clause 12.1 above, the Issuer has not appointed a replacement Fiscal Agent, then the Fiscal Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent, as the case may be, pursuant to Clause 12.1, the Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent shall hold all moneys deposited with it or held by it hereunder in respect of the Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent.

Appears in 6 contracts

Samples: Agency Agreement (Citigroup Inc), Agency Agreement (Citigroup Inc), Agency Agreement (Citigroup Inc)

Change in Agents. 12.1 13.1 Each of the Fiscal Agent, Registrar, Exchange Agent, Calculation Agent and Transfer Agent in its capacity as such may be removed at any time by the giving to it of at least 30 days’ written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange Agent, Calculation Agent and Transfer Agent may at any time resign by giving at least 30 days’ written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Notes or before a new Fiscal Agent, Registrar, Exchange Agent, Calculation Agent and Transfer Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new Agent shall have accepted such appointment. Any change in any Agent shall be notified in writing by the Issuer to the other Agent(s). 12.2 13.2 The Issuer agrees with the Fiscal Agent that if, by the day falling 10 days before the expiry of any notice under Clause 12.1 13.1 above, the Issuer has not appointed a replacement Fiscal Agent, then the Fiscal Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 13.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange Agent, Calculation Agent and Transfer Agent, as the case may be, pursuant to Clause 12.113.1, the Fiscal Agent, Registrar, Exchange Agent, Calculation Agent and Transfer Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange Agent, Calculation Agent and Transfer Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Agent, Calculation Agent and Transfer Agent shall hold all moneys deposited with it or held by it hereunder in respect of the Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Agent, Calculation Agent and Transfer Agent.

Appears in 3 contracts

Samples: Agency Agreement, Agency Agreement (Wells Fargo & Company/Mn), Agency Agreement (Wells Fargo & Company/Mn)

Change in Agents. 12.1 Each of the Fiscal Agent, Registrar, Exchange Agent, Calculation Agent, Paying Agent and Transfer Agent in its capacity as such may be removed at any time by the giving to it of at least 30 days’ written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent may at any time resign by giving at least 30 days’ written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Notes or before a new Fiscal Agent, Registrar, Exchange Agent, Paying Agent, Calculation Agent and Transfer Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new Agent shall have accepted such appointment. Any change in any Agent shall be notified by the Issuer to the other Agent(s). 12.2 The Issuer agrees with the Fiscal Agent that if, by the day falling 10 days before the expiry of any notice under Clause 12.1 above, the Issuer has not appointed a replacement Fiscal Agent, then the Fiscal Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange Agent, Paying Agent, Calculation Agent and Transfer Agent, as the case may be, pursuant to Clause 12.1, the Fiscal Agent, Registrar, Exchange Agent, Paying Agent, Calculation Agent and Transfer Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange Agent, Paying Agent, Calculation Agent and Transfer Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Agent, Paying Agent, Calculation Agent and Transfer Agent shall hold all moneys deposited with it or held by it hereunder in respect of the Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Agent, Paying Agent, Calculation Agent and Transfer Agent.

Appears in 2 contracts

Samples: Agency Agreement (Citigroup Inc), Agency Agreement (Citigroup Inc)

Change in Agents. 12.1 Each of the Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent in its capacity as such may be removed at any time by the giving to it of at least 30 days’ written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent may at any time resign by giving at least 30 days’ written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Notes or before a new Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new Agent shall have accepted such appointment. Any change in any Agent shall be notified by the Issuer to the other Agent(s). 12.2 The Issuer agrees with the Fiscal Agent that if, by the day falling 10 days before the expiry of any notice under Clause 12.1 above, the Issuer has not appointed a replacement Fiscal Agent, then the Fiscal Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent, as the case may be, pursuant to Clause 12.1, the Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent shall hold all moneys deposited with it or held by it hereunder in respect of the Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent.

Appears in 2 contracts

Samples: Agency Agreement (Citigroup Inc), Agency Agreement (Citigroup Inc)

Change in Agents. 12.1 Each of the Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent in its capacity as such may be removed at any time by the giving to it of at least 30 days' written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent may at any time resign by giving at least 30 days' written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Notes or before a new Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new Agent shall have accepted such appointment. Any change in any Agent shall be notified by the Issuer to the other Agent(s). 12.2 The Issuer agrees with the Fiscal Agent that if, by the day falling 10 days before the expiry of any notice under Clause 12.1 above, the Issuer has not appointed a replacement Fiscal Agent, then the Fiscal Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange Agent and Transfer Agent, as the case may be, pursuant to Clause 12.1, the Fiscal Agent, Registrar, Exchange Agent and Transfer Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange Agent and Transfer Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Agent and Transfer Agent shall hold all moneys deposited with it or held by it hereunder in respect of the Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Agent and Transfer Agent.

Appears in 1 contract

Samples: Agency Agreement (Citigroup Inc)

Change in Agents. 12.1 Each of the Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent in its capacity as such may be removed at any time by the giving to it of at least 30 days’ written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent may at any time resign by giving at least 30 days’ written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Subordinated Notes or before a new Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new Agent shall have accepted such appointment. Any change in any Agent shall be notified by the Issuer to the other Agent(s). 12.2 The Issuer agrees with the Fiscal Agent that if, by the day falling 10 days before the expiry of any notice under Clause 12.1 above, the Issuer has not appointed a replacement Fiscal Agent, then the Fiscal Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent, as the case may be, pursuant to Clause 12.1, the Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent shall hold all moneys deposited with it or held by it hereunder in respect of the Subordinated Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent.

Appears in 1 contract

Samples: Agency Agreement (Citigroup Inc)

Change in Agents. 12.1 Each of the Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent in its capacity as such may be removed at any time by the giving to it of at least 30 days’ written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent may at any time resign by giving at least 30 days’ written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Notes or before a new Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new Agent shall have accepted such appointment. Any change in any Agent shall be notified by the Issuer to the other Agent(s). 12.2 The Issuer agrees with the Fiscal Agent that if, by the day falling 10 days before the expiry of any notice under Clause 12.1 above, the Issuer has not appointed a replacement Fiscal Agent, then the Fiscal Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent, as the case may be, pursuant to Clause 12.1, the Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent shall hold all moneys deposited with it or held by it hereunder in respect of the Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent.

Appears in 1 contract

Samples: Agency Agreement (Citigroup Inc)

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Change in Agents. 12.1 Each of the Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent in its capacity as such may be removed at any time by the giving to it of at least 30 days’ written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent may at any time resign by giving at least 30 days’ written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Notes or before a new Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new Agent shall have accepted such appointment. Any change in any Agent shall be notified by the Issuer to the other Agent(s). 12.2 The Issuer agrees with the Fiscal Agent that if, by the day falling 10 days before the expiry of any notice under Clause 12.1 above, the Issuer has not appointed a replacement Fiscal Agent, then the Fiscal Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent, as the case may be, pursuant to Clause 12.1, the Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent shall hold all moneys deposited with it or held by it hereunder in respect of the Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent.

Appears in 1 contract

Samples: Fiscal Agency Agreement (Citigroup Inc)

Change in Agents. 12.1 9.1 Each of the Fiscal Agent, Registrar, Exchange London Paying Agent and London Transfer Agent in its capacity as such may be removed at any time by the giving to it of at least 30 days' written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange London Paying Agent and London Transfer Agent may at any time resign by giving at least 30 days' written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Notes or before a new Fiscal Agent, Registrar, Exchange London Paying Agent and or London Transfer Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new London Agent shall have accepted such appointment. Any change in any London Agent shall be notified by the Issuer to the other London Agent(s). 12.2 9.2 The Issuer agrees with the Fiscal London Paying Agent that if, by the day falling 10 days before the expiry expiration of any notice under Clause 12.1 9.1 above, the Issuer has not appointed a replacement Fiscal London Paying Agent, then the Fiscal London Paying Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 9.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange London Paying Agent and or London Transfer Agent, as the case may be, pursuant to Clause 12.19.1, the Fiscal Agent, Registrar, Exchange London Paying Agent and or London Transfer Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange London Paying Agent and or London Transfer Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Agent and Transfer London Paying Agent shall hold all moneys monies deposited with it or held by it hereunder in respect of the Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Agent and Transfer London Paying Agent.

Appears in 1 contract

Samples: Paying Agency Agreement (Wal Mart Stores Inc)

Change in Agents. 12.1 Each of the Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent in its capacity as such may be removed at any time by the giving to it of at least 30 days' written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent may at any time resign by giving at least 30 days' written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Notes or before a new Fiscal Agent, Registrar, Exchange Agent, Paying Agent and Transfer Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new Agent shall have accepted such appointment. Any change in any Agent shall be notified by the Issuer to the other Agent(s). 12.2 The Issuer agrees with the Fiscal Agent that if, by the day falling 10 days before the expiry of any notice under Clause 12.1 above, the Issuer has not appointed a replacement Fiscal Agent, then the Fiscal Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange Agent and Transfer Agent, as the case may be, pursuant to Clause 12.1, the Fiscal Agent, Registrar, Exchange Agent and Transfer Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange Agent and Transfer Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Agent and Transfer Agent shall hold all moneys deposited with it or held by it hereunder in respect of the Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Agent and Transfer Agent.

Appears in 1 contract

Samples: Agency Agreement (Citigroup Inc)

Change in Agents. 12.1 Each of the Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent in its capacity as such may be removed at any time by the giving to it of at least 30 days' written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent may at any time resign by giving at least 30 days' written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Notes or before a new Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new Agent shall have accepted such appointment. Any change in any Agent shall be notified by the Issuer to the other Agent(s). 12.2 The Issuer agrees with the Fiscal Agent that if, by the day falling 10 days before the expiry of any notice under Clause 12.1 above, the Issuer has not appointed a replacement Fiscal Agent, then the Fiscal Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent, as the case may be, pursuant to Clause 12.1, the Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Calculation Agent and Transfer Principal Paying Agent shall hold all moneys deposited with it or held by it hereunder in respect of the Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Agent Registrar and Transfer Principal Paying Agent.

Appears in 1 contract

Samples: Agency Agreement (Citigroup Inc)

Change in Agents. 12.1 10.1 Each of the Fiscal Agent, Registrar, Exchange Paying Agent and Registrar and Paying Agent and Transfer Agent Agent, in its capacity as such such, may be removed at any time by the giving to it of at least 30 days' written notice to that effect signed on behalf of the Issuer specifying the date on which such removal shall become effective. Each of the Fiscal Agent, Registrar, Exchange Paying Agent and Registrar and Paying Agent and Transfer Agent may at any time resign by giving at least 30 days' written notice (unless the Issuer agrees to accept less notice) to that effect to the Issuer specifying the date on which such resignation shall become effective. Notwithstanding the foregoing, no such resignation or removal shall take effect within 30 days before or after any due date for payment of any Notes or before a new Fiscal Agent, Registrar, Exchange Paying Agent and Registrar and Paying Agent and Transfer Agent, as the case may be, shall have been appointed by the Issuer as hereinafter provided, and such new Agent shall have accepted such appointment. Any change in any Agent shall be notified by the Issuer to the other Agent(s). 12.2 10.2 The Issuer agrees with the Fiscal Paying Agent that if, by the day falling 10 days before the expiry of any notice under Clause 12.1 10.1 above, the Issuer has not appointed a replacement Fiscal Paying Agent, then the Fiscal Paying Agent shall be entitled, on behalf of the Issuer, to appoint in its place any reputable financial institution of good standing and the Issuer shall not unreasonably object to such appointment. 12.3 10.3 Upon the effectiveness of the appointment of any successor Fiscal Agent, Registrar, Exchange Paying Agent and Registrar or Paying Agent and Transfer Agent, as the case may be, pursuant to Clause 12.110.1, the Fiscal Agent, Registrar, Exchange Paying Agent and Registrar or Paying Agent and Transfer Agent so removed shall cease to be a Fiscal Agent, Registrar, Exchange Paying Agent and Registrar or Paying Agent and Transfer Agent, as the case may be, hereunder. Prior to the effectiveness of such appointment, the Fiscal Agent, Registrar, Exchange Paying Agent and Registrar or Paying Agent and Transfer Agent shall hold transfer all moneys deposited with it or held by it hereunder in respect of the Notes to the order of the respective successor Fiscal Agent, Registrar, Exchange Paying Agent and Registrar or Paying Agent and Transfer Agent.

Appears in 1 contract

Samples: Agency Agreement (Hca-the Healthcare Co)

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