Continuing Conditions Precedent. The obligations of each relevant Dealer to purchase any Notes which are the subject of a Subscription Agreement are subject to: (a) the accuracy, on the relevant Agreement Date and the relevant Issue Date and each intervening date, of the representations and warranties of Région wallonne set out in Clause 8 and Région wallonne having complied with all its undertakings in Clause 9; (b) in respect of any Notes which are to be Listed pursuant to the relevant Subscription Agreement and the relevant Pricing Supplement, the Stock Exchange (or, if applicable, such other stock exchange or exchanges agreed pursuant to Clause 7.2) having agreed to list such Notes on or prior to the Issue Date; (c) there having been delivered to the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers on or prior to the Issue Date: (i) a copy of the decree of Région wallonne containing the budget for the relevant budget year in case such decree is not already published in the Belgian Official Gazette (Belgisch Staatsblad/Moniteur Belge); (ii) a copy of the resolution of the Government of Région wallonne whereby it resolves or delegates the right to resolve to issue the Notes and a copy of the resolution taken by such authorised person in case such resolution is not already published in the Belgian Official Gazette (Belgisch Staatsblad/Moniteur Belge); (iii) a certificate signed by Région wallonne and dated the relevant Issue Date, in the form prescribed by Appendix E; (iv) unless otherwise agreed by the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers, at the expense of Région wallonne opinions in form and substance as the Dealer or Lead Manager on behalf of the relevant Dealers may reasonably require, dated the relevant Issue Date and addressed to that Dealer or Lead Manager on behalf of the relevant Dealers from Stibbe and/or any legal adviser to Région wallonne satisfactory to the Dealers and Xxxxx Day and/or any legal adviser to the relevant Dealer or Lead Manager, as to Belgian law; and (v) such other opinions, letters, documents, certificates and information relevant in the context of the issue of such Notes as the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers shall have reasonably requested and which have been agreed with Région wallonne; (d) there having been, as at the proposed Issue Date, no material adverse change or any development involving a prospective material adverse change from that set forth in the Offering Circular as at the relevant Agreement Date in the financial condition of Région wallonne; (e) there being no outstanding breach of any of the obligations of Région wallonne under this Agreement, the Agency Agreement, the Clearing Services Agreement or any Notes which has not been expressly waived by the relevant Dealer on or prior to the proposed Issue Date; (f) subject to Clause 16, the aggregate nominal amount (or, in the case of Notes denominated in a currency other than euro, the euro equivalent (determined as provided in Clause 10.3) of the aggregate nominal amount) of the Notes to be issued, when added to the aggregate nominal amount (or, in the case of Notes denominated in a currency other than euro, the euro equivalent (as so determined) of the aggregate nominal amount) of all Notes outstanding (as defined in the Agency Agreement) on the proposed Issue Date (excluding for this purpose Notes due to be redeemed on the Issue Date) not exceeding € 12,000,000,000; (g) no meeting of the holders of Notes (or any of them) having been duly convened but not yet held or, if held but adjourned, the adjourned meeting having not been held and Région wallonne not being aware of any circumstances which are likely to lead to the convening of such a meeting; (h) there having been, between the Agreement Date and the Issue Date for the Notes, in the opinion of the relevant Dealer, no such change in national or international financial, political or economic conditions or currency exchange rates or exchange controls as would, in the opinion of the relevant Dealer, be likely to either (i) prejudice materially the sale by the Dealer of the Notes proposed to be issued or, where relevant, the dealing in such Notes in the secondary market or (ii) materially change the circumstances prevailing at the Agreement Date; (i) there having been, between the Agreement Date and the Issue Date, no downgrading in the rating of any of Région wallonne debt by Moody's or the placing on "Creditwatch" or similar publication of formal review by the relevant rating agency; (j) there has been no change in the rating assigned by Moody's to the Programme; (k) confirmation from Moody's of the rating assigned to the Notes, if applicable; (l) the forms of the Pricing Supplement in relation to the relevant Tranche having been agreed by Région wallonne; (m) the relevant Notes and currency being accepted for clearance in the NBB-SSS; (n) in respect of the Specified Currency in which the Notes are to be denominated: (i) such Specified Currency being generally accepted for settlement by the National Bank of Belgium; (ii) Région wallonne, the Dealer(s) and the paying agent named in the Agency Agreement (together with the Domiciliary Agent, the Paying Agent) having agreed on the relevant settlement procedures; (iii) the Dealer(s) having received evidence to its (or their) reasonable satisfaction that the issue of Notes denominated in such Specified Currency is not contrary to any applicable law, statute or regulation and that all necessary consents, licences and approvals have been obtained for such issue; (o) any calculations or determinations which are required to be made prior to the proposed Issue Date, having been duly made in accordance with the Conditions; (p) confirmation of compliance with Article 49 of the Special Finance Law concerning the Communities and Regions of Belgium (Bijzondere financieringswet) dated 16 January 1989 in respect of the issue of private loans (i.e. prior notification of such issue to the Federal Minister of Finance in accordance with Article 49, §3 of the Special Finance Law); (q) in the case of Notes which are intended to be Listed on the Luxembourg Stock Exchange: the Offering Circular having been approved as an alleviated prospectus by the Luxembourg Stock Exchange and having been published in accordance with the Luxembourg Act; and either (A) there being no significant new factor, material mistake or inaccuracy relating to the information included in the Offering Circular which is capable of affecting the assessment of the Notes which are intended to be listed or (B) if there is such a significant new factor, material mistake or inaccuracy, a supplement to the Offering Circular or a new simplified prospectus having been published in accordance with the Luxembourg Act; and (r) there being in full force and effect all governmental or regulatory resolutions, approvals or consents required for Région wallonne to issue the Notes being issued on the proposed Issue Date and for Région wallonne to fulfil its obligations under such Notes.
Appears in 1 contract
Samples: Programme Agreement
Continuing Conditions Precedent. The obligations of each relevant Dealer to purchase any Notes which are the subject of a Subscription Agreement are subject to:
(a) the accuracy, on the relevant Agreement Date and the relevant Issue Date and each intervening date, of the representations and warranties of Région wallonne the Flemish Community set out in Clause 8 and Région wallonne the Flemish Community having complied with all its undertakings in Clause 9;
(b) in respect of any Notes which are to be Listed pursuant to the relevant Subscription Agreement and the relevant applicable Pricing Supplement, the Stock Exchange (or, if applicable, such other stock exchange or exchanges agreed pursuant to Clause 7.2) having agreed to list such Notes on or prior to the Issue Date;
(c) there having been delivered to the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers on or prior to the Issue Date:Date:
(i) a copy of the decree of Région wallonne the Flemish Community containing the budget for the relevant budget year in case such decree is not already published in the Belgian Official Gazette (Belgisch Staatsblad/Moniteur Belge);
(ii) a copy of the resolution of the Government of Région wallonne the Flemish Community whereby it resolves or delegates the right to resolve to issue the Notes and a copy of the resolution taken by such authorised person in case such resolution is not already published in the Belgian Official Gazette (Belgisch Staatsblad/Moniteur Belge);
(iii) a certificate signed by Région wallonne the Flemish Community and dated the relevant Issue Date, in the form prescribed by Appendix E;
(iv) unless otherwise agreed by the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers, at the expense of Région wallonne the Flemish Community opinions in form and substance as the Dealer or Lead Manager on behalf of the relevant Dealers may reasonably require, dated the relevant Issue Date and addressed to that Dealer or Lead Manager on behalf of the relevant Dealers from Stibbe and/or any legal adviser to Région wallonne satisfactory to the Dealers and from:
(A) Xxxxx Day and/or any & Overy (Belgium) LLP as legal adviser to the relevant Dealer or Lead Manager, Dealers; and
(B) Xxxxx Day as legal adviser to Belgian lawthe Issuer; and
(v) such other opinions, letters, documents, certificates and information relevant in the context of the issue of such Notes as the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers shall have reasonably requested and which have been agreed with Région wallonnethe Flemish Community;
(d) there having been, as at the proposed Issue Date, no material adverse change or any development involving a prospective material adverse change from that set forth in the Offering Circular as at the relevant Agreement Date in the financial condition of Région wallonnethe Flemish Community;
(e) there being no outstanding breach of any of the obligations of Région wallonne the Flemish Community under this Agreement, the Agency Agreement, the Clearing Services Agreement or any Notes which has not been expressly waived by the relevant Dealer on or prior to the proposed Issue Date;Date;
(f) subject to Clause 16, the aggregate nominal amount (or, in the case of Notes denominated in a currency other than euro, the euro equivalent (determined as provided in Clause 10.3) of the aggregate nominal amount) of the Notes to be issued, when added to the aggregate nominal amount (or, in the case of Notes denominated in a currency other than euro, the euro equivalent (as so determined) of the aggregate nominal amount) of all Notes outstanding (as defined in the Agency Agreement) on the proposed Issue Date (excluding for this purpose Notes due to be redeemed on the Issue Date) not exceeding € 12,000,000,000€10,000,000,000;
(g) no meeting of the holders of Notes (or any of them) having been duly convened but not yet held or, if held but adjourned, the adjourned meeting having not been held and Région wallonne the Flemish Community not being aware of any circumstances which are likely to lead to the convening of such a meeting;
(h) there having been, between the Agreement Date and the Issue Date for the Notes, in the opinion of the relevant Dealer, no such change in national or international financial, political or economic conditions or currency exchange rates or exchange controls as would, in the opinion of the relevant Dealer, be likely to either (i) prejudice materially the sale by the Dealer of the Notes proposed to be issued or, where relevant, the dealing in such Notes in the secondary market or (ii) materially change the circumstances prevailing at the Agreement Date;
(i) there having been, between the Agreement Date and the Issue Date, no downgrading in the rating of any of Région wallonne the Flemish Community’s debt by any of Standard & Poor’s, Moody's ’s or Fitch or the placing on "“Creditwatch" ” with negative implications or similar publication of formal review by the relevant rating agency;
(j) there has been no change in the rating assigned by any of Standard & Poor’s, Moody's ’s or Fitch to the Programme;
(k) confirmation from any of Standard & Poor’s, Moody's ’s or Fitch of the rating assigned to the Notes, if applicable;
(l) the forms of the Pricing Supplement in relation to the relevant Tranche having been agreed by Région wallonnethe Flemish Community;
(m) the relevant Notes and currency being accepted for clearance in the NBB-SSSSecurities Settlement System;
(n) in respect of the Specified Currency in which the Notes are to be denominated:
(i) such Specified Currency being generally accepted for settlement by the National Bank of Belgium;Belgium;
(ii) Région wallonnethe Flemish Community, the Dealer(s) and the paying agent named in the Agency Agreement (together with the Domiciliary Agent, the Paying Agent) Agent having agreed on the relevant settlement procedures;
(iii) the Dealer(s) having received evidence to its (or their) reasonable satisfaction that the issue of Notes denominated in such Specified Currency is not contrary to any applicable law, statute or regulation and that all necessary consents, licences and approvals have been obtained for such issue;
(o) any calculations or determinations which are required to be made prior to the proposed Issue Date, having been duly made in accordance with the Conditions;
(p) confirmation of compliance with Article 49 of the Special Finance Law concerning the Communities and Regions of Belgium (Bijzondere financieringswet) dated 16 January 1989 in respect of the issue of private loans (i.e. prior notification of such issue to the Federal Minister of Finance in accordance with Article 49, §3 of the Special Finance Law);
(q) in the case of Notes which are intended to be Listed on the Luxembourg Stock Exchange: the Offering Circular having been approved as an alleviated prospectus by the Luxembourg Stock Exchange and having been published in accordance with the Luxembourg Act; and either (A) there being no significant new factor, material mistake or inaccuracy relating to the information included in the Offering Circular which is capable of affecting the assessment of the Notes which are intended to be listed or (B) if there is such a significant new factor, material mistake or inaccuracy, a supplement to the Offering Circular or a new simplified prospectus having been published in accordance with the Luxembourg Act; and
(r) there being in full force and effect all governmental or regulatory resolutions, approvals or consents required for Région wallonne the Flemish Community to issue the Notes being issued on the proposed Issue Date and for Région wallonne the Flemish Community to fulfil its obligations under such Notes.
Appears in 1 contract
Samples: Programme Agreement
Continuing Conditions Precedent. The obligations of each relevant Dealer to purchase any Notes which are the subject of a Subscription Agreement are subject to:
(a) the accuracy, on the relevant Agreement Date and the relevant Issue Date and each intervening date, of the representations and warranties of Région wallonne the Flemish Community set out in Clause 8 and Région wallonne the Flemish Community having complied with all its undertakings in Clause 9;
(b) in respect of any Notes which are to be Listed pursuant to the relevant Subscription Agreement and the relevant applicable Pricing Supplement, the Stock Exchange (or, if applicable, such other stock exchange or exchanges agreed pursuant to Clause 7.2) having agreed to list such Notes on or prior to the Issue Date;
(c) there having been delivered to the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers on or prior to the Issue Date:Date:
(i) a copy of the decree of Région wallonne the Flemish Community containing the budget for the relevant budget year in case such decree is not already published in the Belgian Official Gazette (Belgisch Staatsblad/Moniteur Belge);
(ii) a copy of the resolution of the Government of Région wallonne the Flemish Community whereby it resolves or delegates the right to resolve to issue the Notes and a copy of the resolution taken by such authorised person in case such resolution is not already published in the Belgian Official Gazette (Belgisch Staatsblad/Moniteur Belge);
(iii) a certificate signed by Région wallonne the Flemish Community and dated the relevant Issue Date, in the form prescribed by Appendix E;
(iv) unless otherwise agreed by the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers, at the expense of Région wallonne the Flemish Community opinions in form and substance as the Dealer or Lead Manager on behalf of the relevant Dealers may reasonably require, dated the relevant Issue Date and addressed to that Dealer or Lead Manager on behalf of the relevant Dealers from Stibbe and/or any legal adviser to Région wallonne satisfactory to the Dealers and from:
(A) Xxxxx Day and/or any & Overy LLP as legal adviser to the relevant Dealer or Lead Manager, Dealers; and
(B) Xxxxx & Case LLP as legal adviser to Belgian lawthe Issuer; and
(v) such other opinions, letters, documents, certificates and information relevant in the context of the issue of such Notes as the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers shall have reasonably requested and which have been agreed with Région wallonnethe Flemish Community;
(d) there having been, as at the proposed Issue Date, no material adverse change or any development involving a prospective material adverse change from that set forth in the Offering Circular as at the relevant Agreement Date in the financial condition of Région wallonnethe Flemish Community;
(e) there being no outstanding breach of any of the obligations of Région wallonne the Flemish Community under this Agreement, the Agency Agreement, the Clearing Services Agreement or any Notes which has not been expressly waived by the relevant Dealer on or prior to the proposed Issue Date;
(f) subject to Clause 16, the aggregate nominal amount (or, in the case of Notes denominated in a currency other than euro, the euro equivalent (determined as provided in Clause 10.3) of the aggregate nominal amount) of the Notes to be issued, when added to the aggregate nominal amount (or, in the case of Notes denominated in a currency other than euro, the euro equivalent (as so determined) of the aggregate nominal amount) of all Notes outstanding (as defined in the Agency Agreement) on the proposed Issue Date (excluding for this purpose Notes due to be redeemed on the Issue Date) not exceeding € 12,000,000,000€10,000,000,000;
(g) no meeting of the holders of Notes (or any of them) having been duly convened but not yet held or, if held but adjourned, the adjourned meeting having not been held and Région wallonne the Flemish Community not being aware of any circumstances which are likely to lead to the convening of such a meeting;
(h) there having been, between the Agreement Date and the Issue Date for the Notes, in the opinion of the relevant Dealer, no such change in national or international financial, political or economic conditions or currency exchange rates or exchange controls as would, in the opinion of the relevant Dealer, be likely to either (i) prejudice materially the sale by the Dealer of the Notes proposed to be issued or, where relevant, the dealing in such Notes in the secondary market or (ii) materially change the circumstances prevailing at the Agreement Date;
(i) there having been, between the Agreement Date and the Issue Date, no downgrading in the rating of any of Région wallonne the Flemish Community’s debt by any of Standard & Poor’s, Moody's ’s or Fitch or the placing on "“Creditwatch" ” with negative implications or similar publication of formal review by the relevant rating agency;
(j) there has been no change in the rating assigned by any of Standard & Poor’s, Moody's ’s or Fitch to the Programme;
(k) confirmation from any of Standard & Poor’s, Moody's ’s or Fitch of the rating assigned to the Notes, if applicable;
(l) the forms of the Pricing Supplement in relation to the relevant Tranche having been agreed by Région wallonnethe Flemish Community;
(m) the relevant Notes and currency being accepted for clearance in the NBB-SSSSecurities Settlement System;
(n) in respect of the Specified Currency in which the Notes are to be denominated:
(i) such Specified Currency being generally accepted for settlement by the National Bank of Belgium;Belgium;
(ii) Région wallonnethe Flemish Community, the Dealer(s) and the paying agent named in the Agency Agreement (together with the Domiciliary Agent, the Paying Agent) Agent having agreed on the relevant settlement procedures;
(iii) the Dealer(s) having received evidence to its (or their) reasonable satisfaction that the issue of Notes denominated in such Specified Currency is not contrary to any applicable law, statute or regulation and that all necessary consents, licences and approvals have been obtained for such issue;
(o) any calculations or determinations which are required to be made prior to the proposed Issue Date, having been duly made in accordance with the Conditions;
(p) confirmation of compliance with Article 49 of the Special Finance Law concerning the Communities and Regions of Belgium (Bijzondere financieringswet) dated 16 January 1989 in respect of the issue of private loans (i.e. prior notification of such issue to the Federal Minister of Finance in accordance with Article 49, §3 of the Special Finance Law);
(q) in the case of Notes which are intended to be Listed on the Luxembourg Stock Exchange: the Offering Circular having been approved as an alleviated prospectus by the Luxembourg Stock Exchange and having been published in accordance with the Luxembourg Act; and either (A) there being no significant new factor, material mistake or inaccuracy relating to the information included in the Offering Circular which is capable of affecting the assessment of the Notes which are intended to be listed or (B) if there is such a significant new factor, material mistake or inaccuracy, a supplement to the Offering Circular or a new simplified prospectus having been published in accordance with the Luxembourg Act; and
(r) there being in full force and effect all governmental or regulatory resolutions, approvals or consents required for Région wallonne the Flemish Community to issue the Notes being issued on the proposed Issue Date and for Région wallonne the Flemish Community to fulfil its obligations under such Notes.
Appears in 1 contract
Samples: Programme Agreement
Continuing Conditions Precedent. The obligations of each relevant Dealer to purchase any Notes which are the subject of a Subscription Agreement are subject to:
(a) the accuracy, on the relevant Agreement Date and the relevant Issue Date and each intervening date, of the representations and warranties of Région wallonne the Flemish Community set out in Clause 8 and Région wallonne the Flemish Community having complied with all its undertakings in Clause 9;
(b) in respect of any Notes which are to be Listed pursuant to the relevant Subscription Agreement and the relevant applicable Pricing Supplement, the Stock Exchange (or, if applicable, such other stock exchange or exchanges agreed pursuant to Clause 7.2) having agreed to list such Notes on or prior to the Issue Date;
(c) there having been delivered to the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers on or prior to the Issue Date:
(i) a copy of the decree of Région wallonne the Flemish Community containing the budget for the relevant budget year in case such decree is not already published in the Belgian Official Gazette (Belgisch Staatsblad/Moniteur Belge);
(ii) a copy of the resolution of the Government of Région wallonne the Flemish Community whereby it resolves or delegates the right to resolve to issue the Notes and a copy of the resolution taken by such authorised person in case such resolution is not already published in the Belgian Official Gazette (Belgisch Staatsblad/Moniteur Belge);
(iii) a certificate signed by Région wallonne the Flemish Community and dated the relevant Issue Date, in the form prescribed by Appendix E;
(iv) unless otherwise agreed by the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers, at the expense of Région wallonne the Flemish Community opinions in form and substance as the Dealer or Lead Manager on behalf of the relevant Dealers may reasonably require, dated the relevant Issue Date and addressed to that Dealer or Lead Manager on behalf of the relevant Dealers from Stibbe and/or any legal adviser to Région wallonne satisfactory to the Dealers and from:
(A) Xxxxx Day and/or any & Overy (Belgium) LLP as legal adviser to the relevant Dealer or Lead Manager, Dealers; and
(B) Xxxxx Day as legal adviser to Belgian lawthe Issuer; and
(v) such other opinions, letters, documents, certificates and information relevant in the context of the issue of such Notes as the relevant Dealer or, in the case of Notes issued on a syndicated basis, the Lead Manager on behalf of the relevant Dealers shall have reasonably requested and which have been agreed with Région wallonnethe Flemish Community;
(d) there having been, as at the proposed Issue Date, no material adverse change or any development involving a prospective material adverse change from that set forth in the Offering Circular as at the relevant Agreement Date in the financial condition of Région wallonnethe Flemish Community;
(e) there being no outstanding breach of any of the obligations of Région wallonne the Flemish Community under this Agreement, the Agency Agreement, the Clearing Services Agreement or any Notes which has not been expressly waived by the relevant Dealer on or prior to the proposed Issue Date;Date;
(f) subject to Clause 16, the aggregate nominal amount (or, in the case of Notes denominated in a currency other than euro, the euro equivalent (determined as provided in Clause 10.3) of the aggregate nominal amount) of the Notes to be issued, when added to the aggregate nominal amount (or, in the case of Notes denominated in a currency other than euro, the euro equivalent (as so determined) of the aggregate nominal amount) of all Notes outstanding (as defined in the Agency Agreement) on the proposed Issue Date (excluding for this purpose Notes due to be redeemed on the Issue Date) not exceeding € 12,000,000,000€25,000,000,000;
(g) no meeting of the holders of Notes (or any of them) having been duly convened but not yet held or, if held but adjourned, the adjourned meeting having not been held and Région wallonne the Flemish Community not being aware of any circumstances which are likely to lead to the convening of such a meeting;meeting;
(h) there having been, between the Agreement Date and the Issue Date for the Notes, in the opinion of the relevant Dealer, no such change in national or international financial, political or economic conditions or currency exchange rates or exchange controls as would, in the opinion of the relevant Dealer, be likely to either (i) prejudice materially the sale by the Dealer of the Notes proposed to be issued or, where relevant, the dealing in such Notes in the secondary market or (ii) materially change the circumstances prevailing at the Agreement Date;
(i) there having been, between the Agreement Date and the Issue Date, no downgrading in the rating of any of Région wallonne the Flemish Community’s debt by any of Standard & Poor’s, Moody's ’s or Fitch or the placing on "“Creditwatch" ” with negative implications or similar publication of formal review by the relevant rating agency;
(j) there has been no change in the rating assigned by any of Standard & Poor’s, Moody's ’s or Fitch to the Programme;
(k) confirmation from any of Standard & Poor’s, Moody's ’s or Fitch of the rating assigned to the Notes, if applicable;
(l) the forms of the Pricing Supplement in relation to the relevant Tranche having been agreed by Région wallonnethe Flemish Community;
(m) the relevant Notes and currency being accepted for clearance in the NBB-SSSSecurities Settlement System;
(n) in respect of the Specified Currency in which the Notes are to be denominated:
(i) such Specified Currency being generally accepted for settlement by the National Bank of Belgium;Belgium;
(ii) Région wallonnethe Flemish Community, the Dealer(s) and the paying agent named in the Agency Agreement (together with the Domiciliary Agent, the Paying Agent) Agent having agreed on the relevant settlement procedures;
(iii) the Dealer(s) having received evidence to its (or their) reasonable satisfaction that the issue of Notes denominated in such Specified Currency is not contrary to any applicable law, statute or regulation and that all necessary consents, licences and approvals have been obtained for such issue;
(o) any calculations or determinations which are required to be made prior to the proposed Issue Date, having been duly made in accordance with the Conditions;
(p) confirmation of compliance with Article 49 of the Special Finance Law concerning the Communities and Regions of Belgium (Bijzondere financieringswet) dated 16 January 1989 in respect of the issue of private loans (i.e. prior notification of such issue to the Federal Minister of Finance in accordance with Article 49, §3 of the Special Finance Law);
(q) in the case of Notes which are intended to be Listed on the Luxembourg Stock Exchange: the Offering Circular having been approved as an alleviated prospectus by the Luxembourg Stock Exchange and having been published in accordance with the Luxembourg Act; and either (A) there being no significant new factor, material mistake or inaccuracy relating to the information included in the Offering Circular which is capable of affecting the assessment of the Notes which are intended to be listed or (B) if there is such a significant new factor, material mistake or inaccuracy, a supplement to the Offering Circular or a new simplified prospectus having been published in accordance with the Luxembourg Act; and
(r) there being in full force and effect all governmental or regulatory resolutions, approvals or consents required for Région wallonne the Flemish Community to issue the Notes being issued on the proposed Issue Date and for Région wallonne the Flemish Community to fulfil its obligations under such Notes.Notes.
Appears in 1 contract
Samples: Programme Agreement
