Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by: (a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty of such shares, securities or obligations; (iii) the cancellation of such BRRD Liability; (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; (b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 10 contracts
Samples: Issue and Paying Agency Agreement, Issue and Paying Agency Agreement, Issue and Paying Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of in this Agreement or any other agreements, arrangements, or understanding understandings between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty acknowledges of the parties to this Agreement acknowledges, accepts and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Entity or another person, person and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such any BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 9 contracts
Samples: Programme Agreement, Agency Agreement, Programme Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of in this Agreement or any other agreements, arrangements, or understanding understandings between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty acknowledges of the parties to this Agreement acknowledges, accepts and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Entity or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 8 contracts
Samples: Agency Agreement, Fiscal Agency Agreement, Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangementsarrangements or understandings between the Underwriters and the Company, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty the Company acknowledges and accepts that a BRRD Liability liabilities arising under this Agreement may be subject to the exercise of Bail-in Powers (as defined below) by the Relevant Resolution Authority, Authority (as defined below) and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability (as defined below) of the relevant BRRD Party Underwriters to each BRRD Counterparty the Company under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i1) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii2) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Underwriters or another person, and the issue to or conferral on each BRRD Counterparty the Company of such shares, securities or obligations;
(iii3) the cancellation of such the BRRD Liability;; or
(iv4) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 6 contracts
Samples: Underwriting Agreement (Capitol Investment Corp. VI), Underwriting Agreement (BrightSpark Capitol Corp.), Underwriting Agreement (Capitol Investment Corp. VII)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant each BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each the BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 6 contracts
Samples: Issue and Paying Agency Agreement, Issue and Paying Agency Agreement, Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterpartyany of the parties hereto, each BRRD Counterparty of the parties acknowledges and accepts that a BRRD Liability of a BRRD Party hereto arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party to each BRRD Counterparty under this AgreementParty, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; or
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of any Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Section 14,
Appears in 6 contracts
Samples: Purchase Agreement (Realty Income Corp), Purchase Agreement (Realty Income Corp), Purchase Agreement (Realty Income Corp)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party any Underwriter, the Company and each BRRD Counterpartythe Guarantor, each BRRD Counterparty of the Company and the Guarantor acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of an Underwriter to the relevant BRRD Party to each BRRD Counterparty Company or the Guarantor under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party such Underwriter or another person, and the issue to or conferral on each BRRD Counterparty the Company or the Guarantor of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;.
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 5 contracts
Samples: Underwriting Agreement (W. P. Carey Inc.), Underwriting Agreement (W. P. Carey Inc.), Underwriting Agreement (W. P. Carey Inc.)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between any of the parties hereto, each of the parties acknowledges, accepts and agrees that any BRRD Liability of a BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability hereto arising under this Agreement may be subject to the exercise of Bail-in Statutory Loss Absorption Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, consents to and agrees to be bound by:
(a) the effect of the exercise of Bail-in any Statutory Loss Absorption Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty any party under this Agreement, that which exercise (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations);
(iii) the cancellation of such the BRRD Liability;; or
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in any Statutory Loss Absorption Powers by the Relevant Resolution Authority.
Appears in 4 contracts
Samples: Underwriting Agreement (Chubb LTD), Underwriting Agreement (Chubb LTD), Underwriting Agreement (Chubb LTD)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each any BRRD Party and each BRRD Counterpartyany other party hereto, each counterparty to a BRRD Counterparty Party under this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 4 contracts
Samples: Dealership Agreement, Dealership Agreement, Dealership Agreement
Contractual Recognition of Bail-In. (1) Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between any of the parties hereto, each of the parties acknowledges, accepts, and agrees that any BRRD Liability of a BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability hereto arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations);
(iii) the cancellation of such the BRRD Liability;; or
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this section,
Appears in 4 contracts
Samples: Underwriting Agreement (Prologis, Inc.), Underwriting Agreement (Prologis, Inc.), Underwriting Agreement (Prologis, L.P.)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, arrangements or understanding understandings between each a BRRD Party and each BRRD Counterpartyany other party to this Agreement, each BRRD Counterparty of the other parties to this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(aA) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party to each BRRD Counterparty such other party under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty such other party to this Agreement of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(bB) the variation of the terms of this AgreementAgreement relating to such BRRD Liability, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 3 contracts
Samples: Underwriting Agreement (Caterpillar Inc), Underwriting Agreement (Caterpillar Inc), Underwriting Agreement (Caterpillar Inc)
Contractual Recognition of Bail-In. 10.1 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Issuer and each BRRD Counterpartythe Calculation Agent, each BRRD Counterparty of the Issuer and the Calculation Agent acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to a Liability of any BRRD Liability of the relevant Entity (a Relevant BRRD Party Party) to each BRRD Counterparty any other party under this Agreement, Agreement that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD the Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD the Liability into shares, other securities or other obligations of the relevant Relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty any other party to this Agreement of such shares, securities or obligations);
(iii) the cancellation of such BRRD any Liability;; and
(iv) the amendment or alteration of the amounts due in relation to any Liability, including any interest, if applicable, thereon, the maturity or the dates date on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
10.2 For the purposes of this clause 10:
Appears in 3 contracts
Samples: Agency Agreement, Agency Agreement, Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 3 contracts
Samples: Fiscal Agency Agreement, Fiscal Agency Agreement, Fiscal Agency Agreement
Contractual Recognition of Bail-In. 11.1 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Issuer and each BRRD Counterpartythe Calculation Agent, each BRRD Counterparty of the Issuer and the Calculation Agent acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity (a Relevant BRRD Party) to each BRRD Counterparty any other party under this Agreement, Agreement that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant Relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty any other party to this Agreement of such shares, securities or obligations;
(iii) the cancellation of such any BRRD Liability;; and
(iv) the amendment or alteration of the amounts due in relation to any BRRD Liability, including any interest, if applicable, thereon, the maturity or the dates date on which any the payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
11.2 For the purposes of this clause 11:
Appears in 3 contracts
Samples: Agency Agreement, Agency Agreement, Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
(1) NBK SPC LIMITED (the "Issuer");
Appears in 3 contracts
Samples: Fiscal Agency Agreement, Fiscal Agency Agreement, Fiscal Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) 16.1.1 the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(ia) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(iib) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty of such shares, securities or obligations;
(iiic) the cancellation of such BRRD Liability;
(ivd) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(be) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 3 contracts
Samples: Issue and Paying Agency Agreement, Issue and Paying Agency Agreement, Issue and Paying Agency Agreement
Contractual Recognition of Bail-In. This Clause 10.5 shall take effect in the event that English law becomes “the law of a third country” law for the purposes of the BRRD but otherwise shall have no effect. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between the Issuer, the Guarantor and the Calculation Agent, the Issuer and the Guarantor each BRRD Party acknowledge and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts accept that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledgeseach acknowledge, acceptsaccept, and agrees agree to be bound by:
(a) the effect of the exercise of Bail-in Powers by the any Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party Calculation Agent to each BRRD Counterparty the Issuer and/or the Guarantor under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Calculation Agent or another person, person (and the issue to or conferral on each BRRD Counterparty the Issuer and/or the Guarantor of such shares, securities or obligations);
(iii) the cancellation of such any BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the any Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the any Relevant Resolution Authority.. In this Clause 10.5:
Appears in 2 contracts
Samples: Agency Agreement (Autoliv Inc), Agency Agreement (Autoliv Inc)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of in this Agreement or any other agreements, arrangements, or understanding understandings between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty acknowledges of the parties to this Agreement acknowledges, accepts and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Entity or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this clause:
Appears in 2 contracts
Samples: Agency Agreement, Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement and/or any Relevant Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant each BRRD Party to each BRRD Counterparty under this Agreement and/or any Relevant Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each the BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement and/or any Relevant Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 23:
Appears in 2 contracts
Samples: Agency Agreement, Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of in this Agreement or any other agreements, arrangements, or understanding understandings between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty acknowledges of the parties to this Agreement acknowledges, accepts and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Entity or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. In this Clause 8: EU Bail-in Legislation Schedule means the document described as such, then in effect, and published by the Loan Market Association (or any successor person) from time to time at xxxx://xxx.xxx.xx.xxx/pages.aspx?p=499; and
Appears in 2 contracts
Samples: Agency Agreement, Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreementsagreement, arrangementsarrangement, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 18:
Appears in 2 contracts
Samples: Fiscal and Paying Agency Agreement, Fiscal and Paying Agency Agreement
Contractual Recognition of Bail-In. (a) Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Underwriters, the Issuer and each BRRD Counterpartythe Guarantors, each BRRD Counterparty of the Issuer and the Guarantors acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(ai) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party Underwriters to each BRRD Counterparty of the Issuer and the Guarantors under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
: (iw) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
; (iix) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Underwriters or another person, person and the issue to or conferral on each BRRD Counterparty of the Issuer and the Guarantors of such shares, securities or obligations;
; (iiiy) the cancellation of such the BRRD Liability;
; (ivz) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(bii) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
(b) As used in this Section 18,
Appears in 2 contracts
Samples: Underwriting Agreement (Willis Towers Watson PLC), Underwriting Agreement (Willis Towers Watson PLC)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between among the parties hereto, each counterparty hereunder to a BRRD Party and each BRRD Counterparty, each BRRD Counterparty under this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a1) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and/or
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b2) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Agreement:
Appears in 2 contracts
Samples: Underwriting Agreement (Whirlpool Corp /De/), Underwriting Agreement (Whirlpool Corp /De/)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interestprofit, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 27:
Appears in 2 contracts
Samples: Agency Agreement, Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between any of the parties hereto each BRRD Party and each BRRD Counterparty, each BRRD Counterparty party to this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) 17.1 the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of any Paying Agent or the relevant BRRD Party Transfer Agent to each BRRD Counterparty any other party under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) 17.1.1 the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) 17.1.2 the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of Paying Agent or the relevant BRRD Party Transfer Agent or another person, and the issue to or conferral on each BRRD Counterparty the Issuer of such shares, securities or obligations;
(iii) 17.1.3 the cancellation of such the BRRD Liability;
(iv) 17.1.4 the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) 17.2 the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 2 contracts
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of in this Agreement or any other agreements, arrangements, or understanding understandings between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty acknowledges of the parties to this Agreement acknowledges, accepts and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Entity or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this clause: regulation, rule or requirement as described in the EU Bail-in Legislation Schedule from time to time;
Appears in 2 contracts
Samples: Agency Agreement, Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Issuer and each BRRD CounterpartyAgent, the Issuer and each BRRD Counterparty acknowledges Agent acknowledge and accepts accept that a BRRD Liability arising under this Agreement may be subject to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority, and acknowledgesacknowledge, acceptsaccept, and agrees agree to be bound by:
(a) the effect of the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party (a Relevant BRRD Party) to each BRRD Counterparty any other party under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD the Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD the Liability into shares, other securities or other obligations of the relevant Relevant BRRD Party or another person, person as the case may be (and the issue to or conferral on each BRRD Counterparty any other party to this Agreement, of such shares, securities or obligations), including by means of an amendment, modification or variation of the terms of this Agreement;
(iii) the cancellation of such BRRD the Liability;; and
(iv) the amendment or alteration of the amounts due in relation to the Liability, including any interest, if applicable, thereon, the maturity or the dates date on which any the payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority.. For the purposes of this Clause 12:
(a) BRRD means Directive 2014/59/EU of 15 May 2014 establishing the framework for the recovery and resolution of credit institutions and investment firms or such other directive as may come into effect in place thereof, as implemented in the jurisdiction of the Relevant BRRD Party and as amended or replaced from time to time and including any relevant implementing regulatory provisions;
(b) BRRD Party means each of the Agents which qualifies as an institution or entity referred to in paragraphs (b), (c) or (d) of Article 1(1) of the BRRD;
Appears in 2 contracts
Contractual Recognition of Bail-In. 16.1 Notwithstanding and to the exclusion of any other term of in this Agreement or any other agreements, arrangements, or understanding understandings between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty acknowledges of the parties to this Agreement acknowledges, accepts and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) 16.1.1 the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Entity or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) 16.1.2 the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 2 contracts
Samples: Issue and Paying Agency Agreement, Issue and Paying Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Issuers and each BRRD Counterpartythe Calculation Agent, each BRRD Counterparty acknowledges the Issuers acknowledge and accepts accept that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and each acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the any Relevant Resolution Authority in relation to any BRRD Liability of the Calculation Agent to the relevant BRRD Party to each BRRD Counterparty Issuer under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Calculation Agent or another person, person (and the issue to or conferral on each BRRD Counterparty the relevant Issuer of such shares, securities or obligations);
(iii) the cancellation of such any BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the any Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the any Relevant Resolution Authority.. In this Clause 9:
Appears in 2 contracts
Samples: Agency Agreement, Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement and/or any Relevant Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement and/or any Relevant Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant each BRRD Party to each BRRD Counterparty under this Agreement and/or any Relevant Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each the BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement and/or any Relevant Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 2 contracts
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party Xxxxxx Xxxxxxx & Co. International plc (“MSIP”) and each BRRD Counterpartyother parties hereto, each BRRD Counterparty of such other parties acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of MSIP to the relevant BRRD Party to each BRRD Counterparty other parties hereto under this Agreementagreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party MSIP or another person, and the issue to or conferral on each BRRD Counterparty such other parties hereto of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Section 25:
Appears in 2 contracts
Samples: Underwriting Agreement (OneSmart International Education Group LTD), Underwriting Agreement (China Rapid Finance LTD)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between any of the parties hereto, each of the parties acknowledges, accepts, and agrees that any BRRD Liability of a BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability hereto arising under this Agreement may be subject to the exercise of Bail-in Statutory Loss Absorption Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, consents to and agrees to be bound by:
(a) the effect of the exercise of Bail-in any Statutory Loss Absorption Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty any party under this Agreement, that which exercise (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations);
(iii) the cancellation of such the BRRD Liability;; or
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in any Statutory Loss Absorption Powers by the Relevant Resolution Authority.
(c) For purposes of this Section 14,
Appears in 2 contracts
Samples: Terms Agreement (Deere John Capital Corp), Terms Agreement (Deere & Co)
Contractual Recognition of Bail-In. 10.01 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each any BRRD Party and each BRRD Counterpartythe Issuer, each counterparty to a BRRD Counterparty Party under this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in In Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) i. the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) . the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations);
(iii) . the cancellation of such the BRRD Liability;
(iv) . the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed Agreement to the extent necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in In Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Dealership Agreement (RBC Covered Bond Guarantor Limited Partnership)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement any Loan Document or any other agreementsagreement, arrangements, arrangement or understanding between each BRRD Party and each BRRD Counterpartythe Parties, each BRRD Counterparty acknowledges Party acknowledges, accepts and accepts agrees that a any BRRD Liability arising under this Agreement or in connection with the Loan Documents may be subject to the exercise of Bail-in In Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, accepts and agrees to be bound byby the effect of:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any such BRRD Liability of the relevant BRRD Party Extending Class B Revolving Credit Lenders to each BRRD Counterparty under this Agreementthe Parties, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Extending Class B Revolving Credit Lenders (or, in each case, any Affiliate of the Extending Class B Revolving Credit Lenders) or another personPerson, and the issue to or conferral on each BRRD Counterparty the Parties of such shares, securities or obligations;
(iii) the cancellation of any such BRRD Liability;liability; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the a variation of the terms any term of this Agreementany Loan Document, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Section 13:
Appears in 1 contract
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 17:
Appears in 1 contract
Samples: Issue and Paying Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Underwriting Agreement or any other agreements, arrangements, or understanding between each any BRRD Party and each BRRD CounterpartyParty, the Company and/or any other Underwriter, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and party hereto acknowledges, accepts, and agrees to be bound by:
(a1) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty under any other party to this Underwriting Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty such other party of such shares, securities or obligations) including by means of an amendment, modification or variation of the terms of this Underwriting Agreement;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of the amounts due in relation to such BRRD Liability, including any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b2) the variation of the terms of this Underwriting Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Underwriting Agreement:
Appears in 1 contract
Samples: Underwriting Agreement (Kellogg Co)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Issue and Paying Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between among the Company, the Guarantor and the Underwriters (each BRRD Party and each BRRD Counterpartya “Bail-in Party”), each BRRD Counterparty Bail-in Party acknowledges and accepts that a BRRD Bail-in Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Bail-in Liability of the relevant BRRD a Bail-in Party to each BRRD Counterparty (“Relevant Bail-in Party”) under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD the Bail-in Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD the Bail-in Liability into shares, other securities or other obligations of the relevant BRRD Relevant Bail-in Party or another person, person (and the issue to or conferral on each BRRD Counterparty the other Bail-in Party of such shares, securities or obligations;)
(iii) the cancellation of such BRRD the Bail-in Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For purposes of this Section 24, the following terms shall have the respective meanings set out below:
Appears in 1 contract
Samples: Underwriting Agreement (AngloGold Ashanti Holdings PLC)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, arrangements or understanding between each BRRD Party the Representatives, the Issuer and each BRRD Counterpartythe Guarantors, each BRRD Counterparty of the the Issuer and the Guarantors acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in In Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in In Powers by the Relevant Resolution Authority in relation to any BRRD Liability of any of the relevant BRRD Party to each BRRD Counterparty Underwriters under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portionportion of, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party an Underwriter or another person, and the issue to or conferral on each BRRD Counterparty of the Issuer and the Guarantors of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in In Powers by the Relevant Resolution Authority.
(c) As used in this Section 15:
Appears in 1 contract
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of in this Agreement or any other agreements, arrangements, or understanding understandings between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty acknowledges of the parties to this Agreement acknowledges, accepts and accepts agrees that a BRRD Liability arising aris ing under this Agreement may be subject to the exercise of Bail-Bail- in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Entity or another person, person and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such any BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of in this Agreement or any other agreements, arrangements, or understanding understandings between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty acknowledges of the parties to this Agreement acknowledges, accepts and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a1) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Entity or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b2) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, arrangements or understanding between each any BRRD Party and each BRRD Counterpartyany other party to this Agreement (each, a “Party”), each BRRD Counterparty Party acknowledges and accepts that a any BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in In Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person and the issue to or conferral on each BRRD Counterparty one or more other Parties of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Dealership Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant each BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each the BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;; or
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Paying Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement and/or any Relevant Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement and/or any Relevant Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution AuthorityAuthority , and acknowledges, accepts, and agrees to be bound by:
(a) 17.1.1 the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant each BRRD Party to each BRRD Counterparty under this Agreement and/or any Relevant Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(ia) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(iib) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each the BRRD Counterparty of such shares, securities or obligations;
(iiic) the cancellation of such BRRD Liability;
(ivd) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) 17.1.2 the variation of the terms of this Agreement and/or any Relevant Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 17:
Appears in 1 contract
Samples: Issue and Paying Agency Agreement
Contractual Recognition of Bail-In. (a) Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, arrangements or understanding between any of the parties hereto, each of the parties acknowledges and accepts, and agrees that any BRRD Liability of a BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability hereto arising under this Agreement may be subject to the exercise of Bail-in In Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(ai) the effect of the exercise of Bail-in In Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(iA) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(iiB) the conversion of all, or a portionportion of, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations);
(iiiC) the cancellation of such the BRRD Liability;; or
(ivD) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(bii) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in In Powers by the Relevant Resolution Authority.
(b) For purposes of this section,
Appears in 1 contract
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant each BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 18:
Appears in 1 contract
Samples: Paying Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or in any other agreements, arrangementsarrangements or understandings between the Issuer and the Agents, or understanding between each BRRD Party the Issuer and each BRRD Counterparty, Agent each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, consents, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party (a Relevant BRRD Party) to each BRRD Counterparty any other party under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) i. the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) . the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant Relevant BRRD Party or another person, and the issue to or conferral on each Relevant BRRD Counterparty Party of such shares, securities or obligations;
(iii) . the cancellation of such the BRRD Liability;
(iv) . the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 28 only:
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, arrangements or understanding between the parties hereto, each counterparty to a BRRD Party and each BRRD Counterparty, each BRRD Counterparty under this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. As used in this Section 18,
Appears in 1 contract
Samples: Underwriting Agreement (Ecolab Inc.)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterpartyany of the parties hereto, each BRRD Counterparty of the parties acknowledges and accepts that a BRRD Liability (as defined below) of a BRRD Party (as defined below) hereto arising under this Agreement may be subject to the exercise of Bail-in Powers (as defined below) by the Relevant Resolution AuthorityAuthority (as defined below), and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party to each BRRD Counterparty under this AgreementParty, that (without limitation) may include and result in any of the following, or some combination thereof:
(ia) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(iib) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iiic) the cancellation of such the BRRD Liability;; or
(ivd) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution AuthorityAuthority (as defined below), to give effect to the exercise of any Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Section 13,
Appears in 1 contract
Contractual Recognition of Bail-In. 30.1 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between the Issuer, the Guarantor and the Agents, the Issuer and the Guarantor each BRRD Party acknowledge and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts accept that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledgeseach acknowledge, acceptsaccept, and agrees agree to be bound by:
(a) the effect of the exercise of Bail-in Powers by the any Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party Agents to each BRRD Counterparty the Issuer and/or the Guarantor under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Agents or another person, person (and the issue to or conferral on each BRRD Counterparty the Issuer and/or the Guarantor of such shares, securities or obligations);
(iii) the cancellation of such any BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the any Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the any Relevant Resolution Authority.. In this Clause 30:
Appears in 1 contract
Samples: Agency Agreement (Autoliv Inc)
Contractual Recognition of Bail-In. 33.1 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Issuer and each BRRD CounterpartyAgent, the Issuer and each BRRD Counterparty Agent acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) 33.1.1 the effect of the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party (a “Relevant BRRD Party”) to each BRRD Counterparty any other party under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD the Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD the Liability into shares, other securities or other obligations of the relevant Relevant BRRD Party or another person, person as the case may be (and the issue to or conferral on each BRRD Counterparty any other party to this Agreement, of such shares, securities or obligations), including by means of an amendment, modification or variation of the terms of this Agreement;
(iii) the cancellation of such BRRD the Liability;; and
(iv) the amendment or alteration of the amounts due in relation to the Liability, including any interest, if applicable, thereon, the maturity or the dates date on which any the payments are due, including by suspending payment for a temporary period;; and
(bv) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority.
33.2 For the purposes of this Clause 33:
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. (a) Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty of the parties to this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(ai) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party (the “Relevant BRRD Party”) to each BRRD Counterparty the Company under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(iA) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(iiB) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant Relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty the Company of such shares, securities or obligations);
(iiiC) the cancellation of such the BRRD Liability;; and
(ivD) the amendment or alteration of any interest, if applicable, thereon, thereon or the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(bii) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
(b) For the purpose of Subsection 17(a):
Appears in 1 contract
Contractual Recognition of Bail-In. 22.1 Notwithstanding and to the exclusion of any other term of in this Agreement or any other agreements, arrangements, or understanding understandings between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty acknowledges of the parties to this Agreement acknowledges, accepts and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Entity or another person, person and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such any BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Programme Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, arrangements or understanding between each BRRD Party the Representatives and each BRRD Counterpartythe Company, each BRRD Counterparty the Company acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Bail In Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by, subject to the exercise of the Bail in Powers in conformity with any applicable rule, regulation and guidance in relation to their exercise:
(ai) the effect of the exercise of Bail-in Bail In Powers by the Relevant Resolution Authority in relation to any BRRD Liability of any of the relevant BRRD Party to each BRRD Counterparty Underwriters under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(ia) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(iib) the conversion of all, or a portionportion of, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party an Underwriter or another person, and the issue to or conferral on each BRRD Counterparty of the Company of such shares, securities or obligations;
(iiic) the cancellation of such the BRRD Liability;
(ivd) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(bii) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Bail In Powers by the Relevant Resolution Authority.. As used in this Section 16(h):
Appears in 1 contract
Contractual Recognition of Bail-In. (i) Notwithstanding and to the exclusion of any other term of this Underwriting Agreement or any other agreements, arrangements, or understanding between any of the parties hereto, each of the parties acknowledges, accepts and agrees that any BRRD Liability of a BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability hereto arising under this Agreement may be subject to the exercise of EU Bail-in Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, and agrees to be bound by:
(a1) the effect of the exercise of any EU Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty under this Underwriting Agreement, that which exercise (without limitation) may include and result in any of the following, or some combination thereof:
(i) a. the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) b. the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations);
(iii) c. the cancellation of such the BRRD Liability;; or
(iv) d. the amendment or alteration of the amounts due in relation to such BRRD Liability, including any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b2) the variation of the terms of this Underwriting Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of any EU Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Underwriting Agreement (Kellogg Co)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Underwriters, the Issuer and each BRRD Counterpartythe Company, each BRRD Counterparty acknowledges the Issuer and accepts the Company acknowledge and accept that a BRRD Liability (as defined below) arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledgesacknowledge, accepts, accept and agrees agree to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of any of the relevant BRRD Party Underwriters to each BRRD Counterparty the Issuer or the Company under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of any of the relevant BRRD Party Underwriters or another person, and the issue to or conferral on each BRRD Counterparty the Issuer or the Company of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this AgreementAgreement relating to such BRRD Liability, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Underwriting Agreement (Genpact LTD)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each any BRRD Party and each BRRD Counterpartythe Parent Guarantor and the Issuer, each BRRD Counterparty of the Parent Guarantor and the Issuer acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a1) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty the Parent Guarantor and the Issuer under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty the Parent Guarantor and the Issuer of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b2) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Agreement:
Appears in 1 contract
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party Xxxxxx Xxxxxxx & Co. International plc (“MSIP”) and each BRRD Counterpartyother parties hereto, each BRRD Counterparty of such other parties acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of MSIP to the relevant BRRD Party to each BRRD Counterparty other parties hereto under this Agreementagreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party MSIP or another person, and the issue to or conferral on each BRRD Counterparty such other parties hereto of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Section 13:
Appears in 1 contract
Contractual Recognition of Bail-In. 29.1 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Issuer, the Agent and each BRRD CounterpartyPaying Agent, each BRRD Counterparty of the Issuer, the Agent and each Paying Agent acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the exercise and effect of the exercise of Relevant Bail-in Powers Power by the Relevant Resolution Authority in relation to any BRRD a Liability of the relevant BRRD Party to each BRRD Counterparty Issuer, the Agent or a Paying Agent, as applicable, under this Agreement, that which exercise (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD the Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD the Liability into shares, other securities or other obligations of the Issuer, the Agent, the relevant BRRD Party Paying Agent or another person, person as the case may be (and the issue to or conferral on each BRRD Counterparty the Agent, a Paying Agent or the Issuer, as the case may be, of such shares, securities or obligations), including by means of an amendment, modification or variation of the terms of this Agreement;
(iii) the cancellation of such BRRD the Liability;; and
(iv) the amendment or alteration of the amounts due in relation to the Liability, including any interest, if applicable, thereon, the maturity or the dates date on which any the payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority.
29.2 This clause 29 will only apply to the extent that (i) this Agreement is considered to be governed by the law of a third country outside the European Union; and (ii) the Relevant Resolution Authority has not determined that the Liabilities arising under this Agreement may be subject to the exercise of the Relevant Bail-in Power by the Relevant Resolution Authority pursuant to such law, in each case for the purposes of Article 55 of the BRRD.
29.3 The exercise of the Relevant Bail-Power by the Relevant Resolution Authority pursuant to any relevant laws, regulations, rules or requirements, as the case may be, is not dependent on the application of this clause 29.
29.4 No repayment or payment of amounts due on the Notes, will become due and payable or be paid after the exercise of the Relevant Bail-in Power by the Relevant Resolution Authority if and to the extent such amounts have been reduced, converted cancelled, amended or altered as a result of such exercise.
29.5 Neither a reduction or cancellation, in part or in full, of the Liability, the conversion thereof into another security or obligation of the Issuer, the Agent, the relevant Paying Agent or another person, as a result of the exercise of the Relevant Bail-in Power by the Relevant Resolution Authority with respect to the Issuer, the Agent or the relevant Paying Agent, nor the exercise of the Relevant Bail-in Power by the Relevant Resolution Authority with respect to the Notes, will be an event of default.
29.6 For the purposes of this clause 29:
(a) BRRD means Directive 2014/59/EU of 15 May 2014 establishing the framework for the recovery and resolution of credit institutions and investment firms or such other directive as may come into effect in place thereof, as implemented in Norway or in the jurisdiction of the Agent or the relevant Paying Agent, as applicable, and as amended or replaced from time to time and including any relevant implementing regulatory provisions;
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between any of the parties hereto, each of the parties acknowledges, accepts, and agrees that any BRRD Liability of a BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability hereto arising under this Agreement may be subject to the exercise of Bail-in Statutory Loss Absorption Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, consents to and agrees to be bound by:
(a) the effect of the exercise of Bail-in any Statutory Loss Absorption Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this AgreementAuthority, that which exercise (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations);
(iii) the cancellation of such the BRRD Liability;; or
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in any Statutory Loss Absorption Powers by the Relevant Resolution Authority.
(c) For purposes of this Section 14,
Appears in 1 contract
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities shares or other obligations instruments of ownership of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty of such shares, securities shares or obligationsother instruments of ownership;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purpose of this clause 19:
Appears in 1 contract
Samples: Fiscal Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Applicable Underwriters and each BRRD Counterpartythe Company, each BRRD Counterparty the Company acknowledges and accepts that a BRRD Liability (as defined below) arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of any of the relevant BRRD Party Applicable Underwriters to each BRRD Counterparty the Company under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of any of the relevant BRRD Party Applicable Underwriters or another person, and the issue to or conferral on each BRRD Counterparty the Company of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this AgreementAgreement relating to such BRRD Liability, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Underwriting Agreement (Coty Inc.)
Contractual Recognition of Bail-In. 9.1 Notwithstanding and to the exclusion of any other term of in this Agreement or any other agreements, arrangements, or understanding understandings between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty acknowledges of the parties to this Agreement acknowledges, accepts and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Entity or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.;
(c) For the purpose of this clause:
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Company and each BRRD CounterpartyXxxxxx Xxxxxxx & Co. International plc, each BRRD Counterparty the Company acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of Xxxxxx Xxxxxxx & Co. International plc to the relevant BRRD Party to each BRRD Counterparty Company under this Agreementagreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Representatives or another person, and the issue to or conferral on each BRRD Counterparty the Company of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Section 14:
Appears in 1 contract
Samples: Underwriting Agreement (Cango Inc.)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement and/or any Relevant Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement and/or any Relevant Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution AuthorityAuthority , and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant each BRRD Party to each BRRD Counterparty under this Agreement and/or any Relevant Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereonthereon ;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each the BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement and/or any Relevant Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. Where:
Appears in 1 contract
Samples: Programme Dealer Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of in this Agreement or any other agreements, arrangements, or understanding understandings between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty acknowledges of the parties to this Agreement acknowledges, accepts and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a1) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Entity or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b2) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this clause 9:
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any Terms Agreement or any other agreements, arrangements, or understanding between any of the parties thereto, each of the parties to this Agreement acknowledges, accepts, and agrees that any BRRD Liability of a BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability hereto arising under this Agreement or any Terms Agreement may be subject to the exercise of Bail-in Statutory Loss Absorption Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, consents to and agrees to be bound by:
(a) the effect of the exercise of Bail-in any Statutory Loss Absorption Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this AgreementAuthority, that which exercise (without limitation) may include and result in any of the following, or some a combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portionportion of, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Agent or another person, person (and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations);
(iii) the cancellation of such the BRRD Liability;; or
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement or any Terms Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in any Statutory Loss Absorption Powers by the Relevant Resolution Authority.. For the purposes of this Section 19:
Appears in 1 contract
Contractual Recognition of Bail-In. (a) Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD CounterpartyAgreement, each BRRD Counterparty party acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, relevant resolution authority and acknowledges, accepts, acknowledges and agrees accepts to be bound by:
(ai) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority relevant resolution authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(iA) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(iiB) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party any Purchaser or another person, and the issue to or conferral on each BRRD Counterparty any Seller of such shares, securities or obligations;
(iiiC) the cancellation of such the BRRD Liability;; and/or
(ivD) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;.
(bii) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authorityrelevant resolution authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authorityrelevant resolution authority.
(b) Each party acknowledges and accepts that this provision is exhaustive on the matters described herein to the exclusion of any other agreements, arrangements or understanding between the parties relating to the subject matter of this Agreement and that no further notice shall be required between the parties pursuant to the Agreement in order to give effect to the matters described herein.
(c) For purposes of this Article 30:
Appears in 1 contract
Samples: Master Repurchase Agreement (Blackstone Mortgage Trust, Inc.)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or in any other agreements, arrangements, arrangements or understanding understandings between each BRRD Party and each BRRD Counterpartyor among any of the Parties to this Agreement, each BRRD Counterparty acknowledges of the Parties to this Agreement acknowledges, accepts and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the any Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party Entity to each BRRD Counterparty under this Agreement, it that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Entity or another person, (and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations);
(iii) the cancellation of such any BRRD Liability;; or
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 28 only:
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each the BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 32:
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterpartyunderstandings among the parties hereto, each BRRD Counterparty the Company acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of each Covered Underwriter to the relevant BRRD Party to each BRRD Counterparty Company under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Covered Underwriter or another person, person (and the issue to or conferral on each BRRD Counterparty the Company of such shares, securities or obligations);
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; or
(b) the variation of the terms of this AgreementAgreement as they relate to any BRRD Liability of a Covered Underwriter, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of the Bail-in Powers by the Relevant Resolution Authority.. For purpose of this Section 21, the terms which follow shall have the meanings indicated:
Appears in 1 contract
Samples: Underwriting Agreement (Mitsubishi Ufj Financial Group Inc)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, arrangements or understanding between each BRRD Party and each BRRD Counterpartythe parties thereto, each BRRD Counterparty of the Parent Guarantor and the Issuer acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in In Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in In Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party Underwriter to each BRRD Counterparty the Parent Guarantor and the Issuer under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portionportion of, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Underwriter or another person, and the issue to or conferral on each BRRD Counterparty the Parent Guarantor or the Issuer of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; or
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in In Powers by the Relevant Resolution Authority.. As used in this Section 20:
Appears in 1 contract
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution AuthorityAuthority , and acknowledges, accepts, and agrees to be bound by:
(a) 16.1.1 the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(ia) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(iib) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty of such shares, securities or obligations;
(iiic) the cancellation of such BRRD Liability;
(ivd) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(be) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Issue and Paying Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or in any other agreements, arrangementsarrangements or understandings between the Issuer and the Calculation Agent, or understanding between the Issuer and the Calculation Agent each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, consents, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party (a “Relevant BRRD Party”) to each BRRD Counterparty any other party under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant Relevant BRRD Party or another person, and the issue to or conferral on each Relevant BRRD Counterparty Party of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
10.1 For the purposes of this Clause 10 only:
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. 12.01 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each any BRRD Party and each BRRD Counterpartyany other party hereto, each counterparty to a BRRD Counterparty Party under this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Dealership Agreement
Contractual Recognition of Bail-In.
33.1 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Issuer and each BRRD Counterpartythe Agents, each BRRD Counterparty of the Issuer and the Agents acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party (a "Relevant BRRD Party") to each BRRD Counterparty any other party under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD the Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD the Liability into shares, other securities or other obligations of the relevant Relevant BRRD Party or another person, person as the case may be (and the issue to or conferral on each BRRD Counterparty any other party to this Agreement, of such shares, securities or obligations), including by means of an amendment, modification or variation of the terms of this Agreement;
(iii) the cancellation of such BRRD the Liability;; and
(iv) the amendment or alteration of the amounts due in relation to the Liability, including any interest, if applicable, thereon, the maturity or the dates date on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority.. For the purposes of this Clause 33:
Appears in 1 contract
Samples: Fiscal Agency Agreement
Contractual Recognition of Bail-In. (a) Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party an Initial Purchaser and each BRRD Counterpartythe Company, each BRRD Counterparty the Company acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(ai) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of an Initial Purchaser to the relevant BRRD Party to each BRRD Counterparty Company under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(iA) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(iiB) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party such Initial Purchaser or another person, and the issue to or conferral on each BRRD Counterparty the Company of such shares, securities or obligations;
(iiiC) the cancellation of such the BRRD Liability;
(ivD) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(bii) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Registration Rights Agreement (Parker Hannifin Corp)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding understandings between each any BRRD Party and each BRRD Counterpartythe Bank, each BRRD Counterparty the Bank acknowledges and accepts that a BRRD Liability arising under Section 11(b) of this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
: (ai) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty the Bank under Section 11(b) of this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
: (iA) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
; (iiB) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person and the issue to or conferral on each BRRD Counterparty the Bank of such shares, securities or obligations;
; (iiiC) the cancellation of such the BRRD Liability;
; and (ivD) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
; and (bii) the variation of the terms of Section 11(b) of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Section 20:
Appears in 1 contract
Contractual Recognition of Bail-In. (a) Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, arrangements or understanding between each BRRD Party the parties hereto, the Company and each BRRD Counterparty, each BRRD Counterparty acknowledges the Guarantor acknowledge and accepts accept that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority. Accordingly, and each party to this Agreement acknowledges, accepts, and agrees to be bound by:
(aA) the effect of the exercise of Bail-in In Powers by the Relevant BRRD Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty under this Agreement. Without limitation, that (without limitation) such exercise may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant a BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty such other party to this Agreement of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(bB) the variation of the terms of this Agreement, as deemed necessary by the Relevant BRRD Resolution Authority, Authority to give effect to the exercise of Bail-in Powers by the Relevant BRRD Resolution Authority.
(C) As used in this section:
Appears in 1 contract
Samples: Underwriting Agreement (Westinghouse Air Brake Technologies Corp)
Contractual Recognition of Bail-In. (a) Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between any of the parties hereto, each of the parties acknowledges, accepts and agrees that any BRRD Liability of a BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability hereto arising under this Agreement may be subject to the exercise of EU Bail-in Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, consents to and agrees to be bound by:
(ai) the effect of the exercise of any EU Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty under this Agreement, that which exercise (without limitation) may include and result in any of the following, or some combination thereof:
(iA) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(iiB) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations);
(iiiC) the cancellation of such the BRRD Liability;; or
(ivD) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(bii) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of any EU Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Contractual Recognition of Bail-In. 33.1 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Issuer and each BRRD Counterpartythe Agents, each BRRD Counterparty of the Issuer and the Agents acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party (a Relevant BRRD Party) to each BRRD Counterparty any other party under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD the Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD the Liability into shares, other securities or other obligations of the relevant Relevant BRRD Party or another person, person as the case may be (and the issue to or conferral on each BRRD Counterparty any other party to this Agreement, of such shares, securities or obligations), including by means of an amendment, modification or variation of the terms of this Agreement;
(iii) the cancellation of such BRRD the Liability;; and
(iv) the amendment or alteration of the amounts due in relation to the Liability, including any interest, if applicable, thereon, the maturity or the dates date on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority.. For the purposes of this Clause 33:
(a) BRRD means Directive 2014/59/EU of 15 May 2014 establishing the framework for the recovery and resolution of credit institutions and investment firms or such other directive as may come into effect in place thereof, as implemented in the jurisdiction of the Relevant BRRD Party and as amended or replaced from time to time and including any relevant implementing regulatory provisions;
(b) BRRD Party means each of the Agents which qualifies as an institution or entity referred to in paragraphs (b), (c) or (d) of Article 1(1) of the BRRD;
Appears in 1 contract
Samples: Fiscal Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, arrangements or understanding between each BRRD Party and each BRRD Counterpartythe parties thereto, each BRRD Counterparty of the parties to this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in In Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in In Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party Underwriter to each BRRD Counterparty the Parent Guarantor and the Issuer under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portionportion of, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Underwriter or another person, and the issue to or conferral on each BRRD Counterparty the Parent Guarantor or the Issuer of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; or
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in In Powers by the Relevant Resolution Authority.. As used in this Section 23:
Appears in 1 contract
Samples: Underwriting Agreement (Thermo Fisher Scientific Inc.)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party Xxxxxx Xxxxxxx & Co. International plc (“MSIP”) and each BRRD Counterpartyother parties hereto, each BRRD Counterparty of such other parties acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of MSIP to the relevant BRRD Party to each BRRD Counterparty other parties hereto under this Agreementagreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party MSIP or another person, and the issue to or conferral on each BRRD Counterparty such other parties hereto of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Section 17:
Appears in 1 contract
Samples: Underwriting Agreement (Sea LTD)
Contractual Recognition of Bail-In. 30.1 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Issuer and each BRRD CounterpartyAgent, the Issuer and each BRRD Counterparty Agent acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party (a Relevant BRRD Party) to each BRRD Counterparty any other party under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD the Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD the Liability into shares, other securities or other obligations of the relevant Relevant BRRD Party or another person, person as the case may be (and the issue to or conferral on each BRRD Counterparty any other party to this Agreement, of such shares, securities or obligations), including by means of an amendment, modification or variation of the terms of this Agreement;
(iii) the cancellation of such BRRD the Liability;; and
(iv) the amendment or alteration of the amounts due in relation to the Liability, including any interest, if applicable, thereon, the maturity or the dates date on which any the payments are due, including by suspending payment for a temporary period;; and
(bv) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority.
30.2 For the purposes of this clause 30:
(a) BRRD means Directive 2014/59/EU of 15 May 2014 establishing the framework for the recovery and resolution of credit institutions and investment firms or such other directive as may come into effect in place thereof, as implemented in the jurisdiction of the Relevant BRRD Party and as amended or replaced from time to time and including any relevant implementing regulatory provisions;
(b) BRRD Party means each of the Agents which qualifies as an institution or entity referred to in points (b), (c) or (d) of Article 1(1) of the BRRD;
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between the Issuer, the Guarantor and the Calculation Agent, the Issuer and the Guarantor each BRRD Party acknowledge and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts accept that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledgeseach acknowledge, acceptsaccept, and agrees agree to be bound by:
(a) the effect of the exercise of Bail-in Powers by the any Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party Calculation Agent to each BRRD Counterparty the Issuer and/or the Guarantor under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Calculation Agent or another person, person (and the issue to or conferral on each BRRD Counterparty the Issuer and/or the Guarantor of such shares, securities or obligations);
(iii) the cancellation of such any BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the any Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the any Relevant Resolution Authority.. In this Clause 10.5:
Appears in 1 contract
Samples: Agency Agreement (Autoliv Inc)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interestprofit, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 27:
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or and/or any other agreements, arrangements, or understanding understandings between each any BRRD Party and each BRRD Counterpartythe Issuer, each BRRD Counterparty of the parties to this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, consents and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the any Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty the Issuer under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(ia) the reduction of all, or a portion, of such any BRRD Liability or outstanding amounts due thereon;
(iib) the conversion of all, or a portion, of such any BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty the Issuer of such shares, securities or obligations);
(iiic) the cancellation of such any BRRD Liability;; or
(ivd) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the any Relevant Resolution Authority.. In this clause 9:
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each any BRRD Party and each BRRD Counterpartythe Issuer and the Guarantors, each BRRD Counterparty of the Issuer and the Guarantors acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty the Issuer and the Guarantors under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty the Issuer and the Guarantors of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and/or
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any Relevant Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement and/or any Relevant Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant each BRRD Party to each BRRD Counterparty under this Agreement and/or any Relevant Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each the BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement and/or any Relevant Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 18:
Appears in 1 contract
Samples: Issue and Paying Agency Agreement
Contractual Recognition of Bail-In. 21.1 Notwithstanding and to the exclusion of any other term of this Agreement, any Relevant Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement and/or any Relevant Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant each BRRD Party to each BRRD Counterparty under this Agreement and/or any Relevant Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each the BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement and/or any Relevant Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Dealer Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, arrangements or understanding between each any BRRD Party and each BRRD Counterpartyany other party to this Agreement (each, a Party), each BRRD Counterparty Party acknowledges and accepts that a any BRRD Liability arising of any BRRD Party to any other Party under this Agreement may be subject to the exercise of Bail-in In Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, acknowledges and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty under this Agreement or any Subscription Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement or any Subscription Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Dealership Agreement
Contractual Recognition of Bail-In. 32.1 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party the Issuer and each BRRD CounterpartyAgent, the Issuer and each BRRD Counterparty acknowledges Agent acknowledge and accepts accept that a BRRD Liability arising under this Agreement may be subject to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority, and acknowledgesacknowledge, acceptsaccept, and agrees agree to be bound by:
(a) the effect of the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party (a Relevant BRRD Party) to each BRRD Counterparty any other party under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD the Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD the Liability into shares, other securities or other obligations of the relevant Relevant BRRD Party or another person, person as the case may be (and the issue to or conferral on each BRRD Counterparty any other party to this Agreement, of such shares, securities or obligations), including by means of an amendment, modification or variation of the terms of this Agreement;
(iii) the cancellation of such BRRD the Liability;; and
(iv) the amendment or alteration of the amounts due in relation to the Liability, including any interest, if applicable, thereon, the maturity or the dates date on which any the payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of the Relevant Bail-in Powers Power by the Relevant Resolution Authority.
32.2 For the purposes of this clause 32:
(a) BRRD means Directive 2014/59/EU of 15 May 2014 establishing the framework for the recovery and resolution of credit institutions and investment firms or such other directive as may come into effect in place thereof, as implemented in the jurisdiction of the Relevant BRRD Party and as amended or replaced from time to time and including any relevant implementing regulatory provisions;
(b) BRRD Party means each of the Agents which qualifies as an institution or entity referred to in points (b), (c) or (d) of Article 1(1) of the BRRD;
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each any BRRD Party and each BRRD Counterpartyany other party hereto, each counterparty to a BRRD Counterparty Party under this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty it under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, ; and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as or deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Samples: Dealership Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each the BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 34:
Appears in 1 contract
Samples: Agency Agreement
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangementsarrangements or understandings between the Underwriters and the Company, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty the Company acknowledges and accepts that a BRRD Liability liabilities arising under this Agreement may be subject to the exercise of Bail-in Powers (as defined below) by the Relevant Resolution Authority, Authority (as defined below) and acknowledges, accepts, and agrees to be bound by:
(ai) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability (as defined below) of the relevant BRRD Party Underwriters to each BRRD Counterparty the Company under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(iA) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(iiB) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Underwriters or another person, and the issue to or conferral on each BRRD Counterparty the Company of such shares, securities or obligations;
(iiiC) the cancellation of such the BRRD Liability;; or
(ivD) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(bii) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
Appears in 1 contract
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement any Loan Document or any other agreementsagreement, arrangements, arrangement or understanding between each BRRD Party and each BRRD Counterpartythe Parties, each BRRD Counterparty acknowledges Party acknowledges, accepts and accepts agrees that a any BRRD Liability arising under this Agreement or in connection with the Loan Documents may be subject to the exercise of Bail-in In Powers by the Relevant Resolution Authority, Authority and acknowledges, accepts, accepts and agrees to be bound byby the effect of:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any such BRRD Liability of the relevant BRRD Party Additional Term B-5 Facility Lenders to each BRRD Counterparty under this Agreementthe Parties, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party Additional Term B-5 Facility Lenders (or, in each case, any Affiliate of the Additional Term B-5 Facility Lenders) or another personPerson, and the issue to or conferral on each BRRD Counterparty the Parties of such shares, securities or obligations;
(iii) the cancellation of any such BRRD Liability;liability; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the a variation of the terms any term of this Agreementany Loan Document, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Section 13:
Appears in 1 contract
Samples: Additional Facility Joinder Agreement (Liberty Latin America Ltd.)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterpartyor among any of the parties to this Agreement, each BRRD Counterparty of the parties to this Agreement acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each BRRD Counterparty it of such shares, securities or obligations;
(iii) the cancellation of such the BRRD Liability;; and
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 19:
Appears in 1 contract
Samples: Fiscal and Paying Agency Agreement
Contractual Recognition of Bail-In. (a) Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between the Company, any Underwriter organized in the United Kingdom or in a member state of the European Economic Area which has implemented the Bail-in Legislation (each a “BRRD Party”) and the Underwriters, each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(ai) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant a BRRD Party (“Relevant BRRD Party”) to each the other BRRD Counterparty Party under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i1) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
(ii2) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant Relevant BRRD Party or another person, person (and the issue to or conferral on each the other BRRD Counterparty Party of such shares, securities or obligations);
(iii3) the cancellation of such the BRRD Liability;; and/or
(iv4) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and
(bii) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.
(b) For purposes of paragraph (a) above:
Appears in 1 contract
Samples: Underwriting Agreement (NIKE, Inc.)
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding understandings between each any BRRD Party and each BRRD Counterpartythe Bank, each BRRD Counterparty the Bank acknowledges and accepts that a BRRD Liability arising under Section 11(b) of this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
: (ai) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant any BRRD Party to each BRRD Counterparty the Bank under Section 11(b) of this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
: (iA) the reduction of all, or a portion, of such the BRRD Liability or outstanding amounts due thereon;
; (iiB) the conversion of all, or a portion, of such the BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, person (and the issue to or conferral on each BRRD Counterparty the Bank of such shares, securities or obligations;
); (iiiC) the cancellation of such the BRRD Liability;
; (ivD) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
; and (bii) the variation of the terms of Section 11(b) of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Section 20:
Appears in 1 contract
Contractual Recognition of Bail-In. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between each BRRD Party and each BRRD Counterparty, each BRRD Counterparty acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by:
(a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the relevant BRRD Party to each BRRD Counterparty under this Agreement, that (without limitation) may include and result in any of the following, or some combination thereof:
(i) the reduction of all, or a portion, of such BRRD Liability or outstanding amounts due thereon;
(ii) the conversion of all, or a portion, of such BRRD Liability into shares, other securities or other obligations of the relevant BRRD Party or another person, and the issue to or conferral on each the BRRD Counterparty of such shares, securities or obligations;
(iii) the cancellation of such BRRD Liability;
(iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;
(b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.. For the purposes of this Clause 33:
Appears in 1 contract
Samples: Agency Agreement
