Common use of Duties of the Paying Agent Clause in Contracts

Duties of the Paying Agent. 6.1 The Paying Agent shall act as paying agent of the Issuer and the Guarantors in respect of the Global Senior Notes and the Global Junior Notes, and pay or cause to be paid on behalf of the Issuer and the Guarantors, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any), interest, Additional Amounts, if any, or any other amount then payable in respect of the Global Senior Notes and the Global Junior Notes, as the case may be, against, in the case of final payment in full, surrender, at the office of the Paying Agent, to or to the order of the bearer of the Global Note of the applicable Tranche, by transfer to an account maintained by the payee as prescribed by Section 2.09 of the Senior Note Indenture or Section 2.09 of the Junior Note Indenture, as the case may be. 6.2 The Paying Agent shall act as paying agent of the Issuer and the Guarantors in respect of the Definitive Registered Senior Notes and the Definitive Registered Junior Notes, and pay or cause to be paid on behalf of the Issuer and the Guarantors, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any), interest, Additional Amounts, if any, or any other amount then payable in respect of the Definitive Registered Senior Notes and the Definitive Registered Junior Notes, as the case may be, against, in the case of final payment in full, surrender, of the Definitive Registered Notes of the applicable Tranche at the office of the Paying Agent, or to the order of the Holder of the Applicable Definitive Registered Note by transfer to an account maintained by the payee as prescribed by Section 2.09 of the Senior Note Indenture or Section 2.09 of the Junior Note Indenture, as the case may be. Payments of interest in respect of the Definitive Registered Notes of a Tranche will be made by transfer on the due date to an account maintained by the Holder of the applicable Definitive Registered Notes (the account details of which appear on the Register for the applicable Tranche) on the applicable Regular Record Date or Special Record Date or if requested by the Holder of the applicable Definitive Registered Notes, by cheque payable to the Holder mailed on the relevant due date (or if that is not a Business Day, the immediately succeeding Business Day) to the Holder (or to the first named of joint Holders) of the applicable Definitive Registered Notes at his address shown on the applicable Register on the applicable Regular Record Date or Special Record Date. 6.3 If default is made by the Issuer and the Guarantors in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Paying Agent have been made, the Paying Agent shall not be bound to make any payments out of its own funds. 6.4 If on presentation of a Definitive Registered Note the amount payable in respect of such Definitive Registered Note is not paid in full (otherwise than as a result of withholding or deduction required by law for or on account of any taxes, duties, assessments or governmental charges of whatever nature) the Paying Agent to whom such Definitive Registered Note is presented shall procure that such Definitive Registered Note is enfaced with a memorandum of the amount, if any, paid and the date of any payment. 6.5 The Issuer shall deliver to the Paying Agent for the performance of its duties under this Agreement from time to time so long as any Senior Note or Junior Note, as the case may be, is outstanding sufficient duly executed Definitive Registered Senior Notes or Definitive Registered Junior Notes, as the case may be, as may be required for the performance of the Paying Agent's duties. The Paying Agent will authenticate those duly executed Definitive Registered Senior Notes or Definitive Registered Junior Notes, as the case may be, upon a written order supplied by the Issuer.

Appears in 4 contracts

Samples: Indenture (Marconi Corp PLC), Indenture (Marconi Corp PLC), Indenture (Marconi Corp PLC)

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Duties of the Paying Agent. 6.1 The Subject to the provisions of this Agreement and the Indenture, the Paying Agent shall undertake and discharge the following duties for the benefit of the parties hereto and the Holders (as defined below) from time to time of the Notes: (a) act as the paying agent of the Issuer for the purpose of making all payments due on or after the Effective Date to the Holders of the Notes in accordance with the provisions of this Agreement and the Guarantors Indenture; (b) in respect accordance with Section 6 hereto, pay to the Holders (i) all sums received for the scheduled repayment of the Global Senior principal or an installment of principal due to such Holders under the Notes and on the Global Junior applicable Stated Maturity of such principal, including the Stated Maturity of such Notes (each, a “Principal Repayment Date”), unless the Notes have been previously redeemed or repurchased; (ii) all sums received for scheduled payments of interest due to such Holders under the Notes on the Interest Payment Dates of such Notes, and pay or cause to be paid on behalf of the Issuer and the Guarantors, on and after each date on which any ; (iii) all sums received for payment becomes due and payable, the amounts of principal, premium (if any), interest, Additional Amountspremium, if any, or and accrued interest due to the Holders under the Notes on any other amount then payable in respect date fixed for prepayment (including redemption and repayment at the option of the Global Senior Holders) thereof in accordance the Indenture (each such date, a “Prepayment Date”); and (iv) all sums received for payment of any Defaulted Amount (as defined below) due to the Holders under the Notes on any date fixed for payment of such Defaulted Amount (each such date, a “Special Payment Date”; each Principal Repayment Date, Interest Payment Date, Prepayment Date and Special Payment Date, a “Payment Date”), provided that, unless otherwise specified on such Note, if any Payment Date occurs on a date other than a Business Day, the Global Junior Notesapplicable payment shall be made on the next succeeding Business Day; (c) hold all sums held by it for the payment of amounts due with respect to the Notes in trust for the benefit of the Person entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as provided in this Agreement and pay such sums to such Persons as provided in this Agreement; and (d) maintain such records as may reasonably be requested by the Issuer, and furnish such copies thereof as the case Issuer may berequire. (e) As used herein, against, (i) “Holder” means the Person in whose name such Note is registered in the case Security Register (as defined below), and such Person shall be treated as the owner of final payment in full, surrender, at such Security for all purposes under this Paying Agency Agreement; and (ii) “Defaulted Amount” means any amount that is due under the office of the Paying Agent, to Notes on any (1) Interest Payment Date or to the order of the bearer of the Global Note of the applicable Tranche, by transfer to an account maintained by the payee as prescribed by Section 2.09 of the Senior Note Indenture (2) Principal Repayment Date but is not paid on such Interest Payment Date or Section 2.09 of the Junior Note IndenturePrincipal Repayment Date, as the case may be. 6.2 The Paying Agent shall act as paying agent of the Issuer and the Guarantors in respect of the Definitive Registered Senior Notes and the Definitive Registered Junior Notes, and pay or cause to be paid on behalf of the Issuer and the Guarantors, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any), interest, Additional Amounts, if any, or any other amount then payable in respect of the Definitive Registered Senior Notes and the Definitive Registered Junior Notes, as the case may be, against, in the case of final payment in full, surrender, of the Definitive Registered Notes of the applicable Tranche at the office of the Paying Agent, or to the order of the Holder of the Applicable Definitive Registered Note by transfer to an account maintained by the payee as prescribed by Section 2.09 of the Senior Note Indenture or Section 2.09 of the Junior Note Indenture, as the case may be. Payments of interest in respect of the Definitive Registered Notes of a Tranche will be made by transfer on the due date to an account maintained by the Holder of the applicable Definitive Registered Notes (the account details of which appear on the Register for the applicable Tranche) on the applicable Regular Record Date or Special Record Date or if requested by the Holder of the applicable Definitive Registered Notes, by cheque payable to the Holder mailed on the relevant due date (or if that is not a Business Day, the immediately succeeding Business Day) to the Holder (or to the first named of joint Holders) of the applicable Definitive Registered Notes at his address shown on the applicable Register on the applicable Regular Record Date or Special Record Date. 6.3 If default is made by the Issuer and the Guarantors in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Paying Agent have been made, the Paying Agent shall not be bound to make any payments out of its own funds. 6.4 If on presentation of a Definitive Registered Note the amount payable in respect of such Definitive Registered Note is not paid in full (otherwise than as a result of withholding or deduction required by law for or on account of any taxes, duties, assessments or governmental charges of whatever nature) the Paying Agent to whom such Definitive Registered Note is presented shall procure that such Definitive Registered Note is enfaced with a memorandum of the amount, if any, paid and the date of any payment. 6.5 The Issuer shall deliver to the Paying Agent for the performance of its duties under this Agreement from time to time so long as any Senior Note or Junior Note, as the case may be, is outstanding sufficient duly executed Definitive Registered Senior Notes or Definitive Registered Junior Notes, as the case may be, as may be required for the performance of the Paying Agent's duties. The Paying Agent will authenticate those duly executed Definitive Registered Senior Notes or Definitive Registered Junior Notes, as the case may be, upon a written order supplied by the Issuer.

Appears in 1 contract

Samples: Paying Agency Agreement (Air Lease Corp)

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