Common use of FISCAL AGENT; OTHER AGENTS Clause in Contracts

FISCAL AGENT; OTHER AGENTS. The Issuer hereby appoints [ ], acting through its office at [ ], as fiscal agent of the Issuer in respect of the Securities upon the terms and subject to the conditions herein set forth, and [ ] hereby accepts such appointment. [ ] and any successor or successors as such fiscal agent qualified and appointed in accordance with Section 9, are herein called the “Fiscal Agent”. The Fiscal Agent shall have the powers and authority granted to and conferred upon it in the Securities and hereby and such further powers and authority to act on behalf of the Issuer as may be mutually agreed upon by the Issuer and the Fiscal Agent. All the terms and provisions with respect to such powers and authority contained in the Securities are subject to and governed by the terms and provisions hereof. The Issuer may, at its discretion, appoint one or more agents (a “Paying Agent” or “Paying Agents”) for the payment (subject to applicable laws and regulations) of the principal of (and premium, if any) and any interest on the Securities of a Series and one or more agents (a “Transfer Agent” or “Transfer Agents” and together with the Paying Agents and the Fiscal Agent, the “Agents”) for the transfer and exchange of Securities of a Series at such place or places as the Issuer may determine; provided, however, that so long as any Securities of such Series are listed on any stock exchange, the Issuer shall maintain a Paying Agent in such city as such stock exchange may so require; and provided further that, in the event that Securities are issued in registered form, the Issuer shall at all times maintain a Paying Agent and Transfer Agent in The City of New York, or, if set forth in the Authorization relating to such Securities, in London, and in such other city as such stock exchange may require (which Paying Agent and Transfer Agent may be, and initially shall be, the Fiscal Agent). The Issuer shall promptly notify the Fiscal Agent of the name and address of each additional Paying Agent and Transfer Agent appointed by it and of the country or countries in which a Paying Agent or Transfer Agent may act in that capacity, and will notify the Fiscal Agent of the resignation or termination of any Paying Agent or Transfer Agent. Subject to the provisions of Section 9(c), the Issuer may vary or terminate the appointment of any such Paying Agent or Transfer Agent at any time and from time to time upon giving not less than ten calendar days’ notice to such Paying Agent or Transfer Agent, as the case may be, and to the Fiscal Agent. Notwithstanding the foregoing, if the Issuer issues bearer Securities of a Series, to the extent provided in the Securities of such Series the Issuer shall maintain under appointment a Paying Agent or Paying Agents with respect to such bearer Securities outside the United States of America, its territories, its possessions and other areas subject to its jurisdiction (the “United States”) for the payment of principal of (and premium, if any) and any interest on such bearer Securities. In respect of the Securities of a Series, the Issuer shall cause notice of any resignation, termination or appointment of any Paying Agent or Transfer Agent or of the Fiscal Agent, and of any change in the office through which any such Agent will act, to be given as provided in the Securities of such Series.

FISCAL AGENT; OTHER AGENTS. The Issuer hereby appoints [ ]CITIBANK, N.A., acting through its corporate trust office at [ ]111 Xxxx Xxxxxx, 0xx Xxxxx, Xxne 0, Xxx Xxxx, Xxx Xxxx 00000 xx the Borough of Manhattan, The City of New York (together, the "Corporate Trust Office"), as fiscal agent of the Issuer in respect of the Securities upon the terms and subject to the conditions herein set forth, and [ ] CITIBANK, N.A. hereby accepts such appointment. [ ] CITIBANK, N.A., and any successor or successors as such fiscal agent qualified and appointed in accordance with Section 99 hereof, are herein called the “"Fiscal Agent”". The Fiscal Agent shall have the powers and authority granted to and conferred upon it in the Securities and hereby and such further powers and authority to act on behalf of the Issuer as may be mutually agreed upon by the Issuer and the Fiscal Agent. The Fiscal Agent shall keep a copy of this Agreement available for inspection during normal business hours at its Corporate Trust Office. The Fiscal Agent or any Paying Agent (as defined below) shall also act as Transfer Agent (as defined below). All of the terms and provisions with respect to such powers and authority contained in the Securities are subject to and governed by the terms and provisions hereof. The Issuer may, at its discretion, appoint one or more agents (a “"Paying Agent” " or “"Paying Agents”") for the payment (subject payment, to applicable laws and regulations) the extent permitted under the Payment Restrictions, of the principal of (and premium, if any) and any interest on the Securities of a Series Securities, and one or more agents (a “"Transfer Agent” " or “"Transfer Agents” and together with the Paying Agents and the Fiscal Agent, the “Agents”") for the transfer and exchange of Securities of a Series at such place or places as the Issuer may determine; provided, however, that so long as any Securities of such Series are listed on any stock exchange, the Issuer shall maintain a Paying Agent in such city as such stock exchange may so require; and provided further that, in the event that Securities are issued in registered form, the Issuer shall at all times maintain a Paying Agent and Transfer Agent in The City of New York, or, if set forth in the Authorization relating to such Securities, in London, and in such other city as such stock exchange may require (which Paying Agent and Transfer Agent may be, and initially shall be, the Fiscal Agent). The Issuer shall promptly notify the Fiscal Agent of the name and address of each additional Paying Agent and Transfer Agent appointed by it and of the country or countries in which a Paying Agent or Transfer Agent may act in that capacity, and will notify the Fiscal Agent of the resignation or termination of any Paying Agent or Transfer Agent. Subject to the provisions of Section 9(c), the Issuer may vary or terminate the appointment of any such Paying Agent or Transfer Agent at any time and from time to time upon giving not less than ten calendar days’ notice to such Paying Agent or Transfer Agent, as the case may be, and to the Fiscal Agent. Notwithstanding the foregoing, if the Issuer issues bearer Securities of a Series, to the extent provided in the Securities of such Series the Issuer shall maintain under appointment a Paying Agent or Paying Agents with respect to such bearer Securities outside the United States of America, its territories, its possessions and other areas subject to its jurisdiction (the “United States”) for the payment of principal of (and premium, if any) and any interest on such bearer Securities. In respect of the Securities of a Series, the Issuer shall cause notice of any resignation, termination or appointment of any Paying Agent or Transfer Agent or of the Fiscal Agent, and of any change in the office through which any such Agent will act, to be given as provided in the Securities of such Series.transfer

FISCAL AGENT; OTHER AGENTS. The Issuer Republic hereby appoints [ ]The Bank of New York Mellon, acting through its having a corporate trust office at [ ]000 Xxxxxxx Xxxxxx, Floor 7 East, New York, New York 10286, as fiscal agent of the Issuer Republic in respect of the Securities upon the terms and subject to the conditions herein set forth, and [ ] The Bank of New York Mellon hereby accepts such appointment. [ ] The Bank of New York Mellon, and any successor or successors as such fiscal agent Fiscal Agent qualified and appointed in accordance with Section 99 hereof, are herein called the “Fiscal Agent”. The Fiscal Agent shall have the powers power and authority granted to and conferred upon it in the Securities and hereby and such further powers and authority to act on behalf of the Issuer Republic as may be mutually agreed upon by the Issuer Republic and the Fiscal Agent. All of the terms and provisions with respect to such powers and authority contained in the Securities are subject to and governed by the terms and provisions hereof. The Issuer Republic hereby appoints The Bank of New York Mellon, having a corporate trust office at 000 Xxxxxxx Xxxxxx, Floor 7 East, New York, New York 10286, as Paying Agent and Transfer Agent, upon the terms and subject to the conditions herein set forth, and The Bank of New York Mellon hereby accepts such appointment. The Republic may, at its discretion, appoint one or more agents (a “Paying Agent” or “Paying Agents”) in addition to, or to replace The Bank of New York Mellon as Paying Agent, for the payment (subject to applicable laws and regulations) of the principal of (and premium, if any) and any interest on the Securities of a Series Series, and one or more agents (a “Transfer Agent” or “Transfer Agents” and together with the Paying Agents and the Fiscal Agent, the “Agents”) for the transfer and exchange of Securities of a Series at such place or places as the Issuer may determine; provided, however, that so long as any Securities of such Series are listed on any stock exchange, the Issuer shall maintain a Paying Agent in such city as such stock exchange may so require; and provided further that, in the event that Securities are issued in registered form, the Issuer shall at all times maintain a Paying Agent and Transfer Agent in The City of New York, or, if set forth in the Authorization relating to such Securities, in London, and in such other city as such stock exchange may require (which Paying Agent and Transfer Agent may be, and initially shall be, the Fiscal Agent). The Issuer shall promptly notify the Fiscal Agent of the name and address of each additional Paying Agent and Transfer Agent appointed by it and of the country or countries in which a Paying Agent or Transfer Agent may act in that capacity, and will notify the Fiscal Agent of the resignation or termination of any Paying Agent or Transfer Agent. Subject to the provisions of Section 9(c), the Issuer may vary or terminate the appointment of any such Paying Agent or Transfer Agent at any time and from time to time upon giving not less than ten calendar days’ notice to such Paying Agent or Transfer Agent, as the case may be, and to the Fiscal Agent. Notwithstanding the foregoing, if the Issuer issues bearer Securities of a Series, to the extent provided in the Securities of such Series the Issuer shall maintain under appointment a Paying Agent or Paying Agents with respect to such bearer Securities outside the United States of America, its territories, its possessions and other areas subject to its jurisdiction (the “United States”) for the payment of principal of (and premium, if any) and any interest on such bearer Securities. In respect of the Securities of a Series, the Issuer shall cause notice of any resignation, termination or appointment of any Paying Agent or Transfer Agent or of the Fiscal Agent, and of any change in the office through which any such Agent will act, to be given as provided in the Securities of such Series.a

FISCAL AGENT; OTHER AGENTS. The Issuer hereby appoints [ ]Citibank, acting through its N.A., London Branch, having a corporate trust office at [ ]Citigroup Centre, Canada Square, Xxxxxx Xxxxx, Xxxxxx X00 0XX, as fiscal agent Fiscal Agent of the Issuer in respect of the Securities upon the terms and subject to the conditions herein set forth, and [ ] Citibank, N.A., London Branch hereby accepts such appointment. [ ] Citibank, N.A., London Branch, and any successor or successors as such fiscal agent Fiscal Agent qualified and appointed in accordance with Section 99 hereof, are herein called the “Fiscal Agent”. The Fiscal Agent shall have the powers and authority granted to and conferred upon it in the Securities and hereby and such further powers and authority to act on behalf of the Issuer as may be mutually agreed upon by the Issuer and the Fiscal Agent. All of the terms and provisions with respect to such powers and authority contained in the Securities are subject to and governed by the terms and provisions hereof. The Issuer hereby appoints Citibank, N.A., London Branch, having a corporate trust office at Citigroup Centre, Canada Square, Xxxxxx Xxxxx, Xxxxxx X00 0XX, as Exchange Agent (as defined below) upon the terms and subject to the conditions herein set forth, and Citibank, N.A., London Branch hereby accepts such appointment. The Issuer may, at its discretion, appoint one or more agents (a “Paying Agent” or “Paying Agents”) for the payment (subject to applicable laws and regulations) of the principal of (and premium, if any) and any interest on the Securities of a Series Series, and one or more agents (a “Transfer Agent” or “Transfer Agents” and together with the Paying Agents and the Fiscal Agent, the “Agents”) for the transfer and exchange of Securities of a Series Series, at such place or places as the Issuer may determine; provided, however, that for so long as any Securities of such Series are listed on any stock exchangeexchange located outside of the United States of America and such exchange shall so require, the Issuer shall maintain a Paying Agent in such any required city as such stock exchange may so requirelocated outside the United States of America; and provided further provided, further, that, in the event that Securities are issued in registered form, the Issuer shall at all times maintain a Paying Agent and Transfer in a location designated for such Series and, if Securities of a Series are issuable as bearer Securities, the Issuer shall maintain (i) a Paying Agent in The the City of New YorkLondon, orfor payments with respect to any registered Securities of the Series (and for payments with respect to bearer Securities of the Series in the circumstances described in Section 4(a), but not otherwise), and (ii) a Paying Agent in a location designated outside the United States of America (including the States and the District of Columbia), its territories, possessions and other areas subject to its jurisdiction for the payment of principal of (and premium, if set forth in the Authorization relating to any) and any interest on bearer Securities of such Securities, in London, and in such other city as such stock exchange may require Series (which Paying Agent and Transfer Agent may be, and initially shall be, be the Fiscal Agent). The Issuer shall promptly notify the Fiscal Agent of the name and address of each additional Paying Agent and Transfer Agent appointed by it and of the country or countries in which a Paying Agent or Transfer Agent may act in that capacity, and will notify the Fiscal Agent of the resignation or termination of any Paying Agent or Transfer Agent. Subject to the provisions of Section 9(c)9 hereof, the Issuer may vary or terminate the appointment of any such Paying Agent or Transfer Agent at any time and from time to time upon giving not less than ten calendar thirty days’ notice to such Paying Agent or Transfer Agent, as the case may be, and to the Fiscal Agent. Notwithstanding the foregoing, if the Issuer issues bearer Securities of a Series, to the extent provided in the Securities of such Series Series, the Issuer shall maintain under appointment a Paying Agent or Paying Agents with respect to such bearer Securities Series outside the United States of AmericaAmerica (including the States and the District of Columbia), its territories, its possessions and other areas subject to its jurisdiction (the “United States”) for the payment of principal of (and premium, if any) and any interest on bearer Securities of such bearer SecuritiesSeries. In respect of the Securities of a Series, the Issuer shall cause notice of any resignation, termination or appointment of any Paying Agent or Transfer Agent or of the Fiscal Agent, Agent and of any change in the office through which any such Agent will act, act to be given as provided in the text of the Securities of such Series.

FISCAL AGENT; OTHER AGENTS. The Issuer hereby appoints [ ]The First National Bank of Boston, acting through its corporate trust office at [ ]Blue Hills Office Park, 150 Xxxxxx Xxxxxx, Canton, MA 02021, Attn: Corporate Trust Division, Mail Stop 45-02-15, (1994 New England Mutual Fiscal Agency) and the payment office of its Affiliate (for payments, exchanges and transfers) in the Borough of Manhattan, The City of New York (together, the "Corporate Trust Office"), as fiscal agent of the Issuer in respect of the Securities upon the terms and subject to the conditions herein set forth, and [ ] The First National Bank of Boston hereby accepts such appointment. [ ] The First National Bank of Boston and any successor or successors as such fiscal agent qualified and appointed in accordance with Section 99 hereof, are herein called the “"Fiscal Agent”". The Fiscal Agent shall have the powers and authority granted to and conferred upon it in the Securities and hereby and such further powers and authority to act on behalf of the Issuer as may be mutually agreed upon by the Issuer and the Fiscal Agent. The Fiscal Agent shall keep a copy of this Agreement available for inspection during normal business hours at its Corporate Trust Office. The Fiscal Agent or any Paying Agent (as defined below) shall also act as Transfer Agent (as defined below). All of the terms and provisions with respect to such powers and authority contained in the Securities are subject to and governed by the terms and provisions hereof. The Issuer may, at its discretion, appoint one or more agents (a “"Paying Agent” " or “"Paying Agents”") for the payment (subject payment, to applicable laws and regulations) the extent permitted under the Payment Restrictions, of the principal of (and premium, if any) and any interest on the Securities of a Series Securities, and one or more agents (a “"Transfer Agent” " or “"Transfer Agents” and together with the Paying Agents and the Fiscal Agent, the “Agents”") for the transfer and exchange of Securities of a Series Securities, at such place or places as the Issuer may determine; provided, however, that so long as any Securities of such Series are listed on any stock exchange, the Issuer shall maintain a Paying Agent in such city as such stock exchange may so require; and provided further that, in the event that Securities are issued in registered form, the Issuer shall at all times maintain a Paying Agent and Transfer Agent in the Borough of Manhattan, The City of New York, or, if set forth in the Authorization relating to such Securities, in London, and in such other city as such stock exchange may require York (which Paying Agent and Transfer Agent may be, and initially shall be, be the Fiscal Agent or the Affiliate of the Fiscal Agent). The Issuer hereby initially appoints the Fiscal Agent at its Corporate Trust Office as principal Paying Agent, Transfer Agent, authenticating agent and securities registrar, and the Fiscal Agent hereby accepts such appointment. Each Transfer Agent shall act as a security registrar and there shall be kept at the office of each Transfer Agent a register in which, subject to such reasonable regulations as the Issuer may prescribe, the Issuer shall provide for the registration of Securities and the registration of transfers of Securities. The Issuer shall promptly notify the Fiscal Agent of the name and address of each additional Paying Agent and Transfer Agent appointed by it and of the country or countries in which a any other Paying Agent or Transfer Agent may act in that capacityappointed by it, and will notify the Fiscal Agent of the resignation or termination of any such Paying Agent or Transfer Agent. Subject to the provisions of Section 9(c)) hereof, the Issuer may vary or terminate the appointment of any such Paying Agent or Transfer Agent at any time and from time to time upon giving not less than ten calendar 90 days’ ' notice to such Paying Agent or Transfer Agent, as the case may be, and to the Fiscal Agent. Notwithstanding the foregoing, if the Issuer issues bearer Securities of a Series, to the extent provided in the Securities of such Series the Issuer shall maintain under appointment a Paying Agent or Paying Agents with respect to such bearer Securities outside the United States of America, its territories, its possessions and other areas subject to its jurisdiction (the “United States”) for the payment of principal of (and premium, if any) and any interest on such bearer Securities. In respect of the Securities of a Series, the The Issuer shall cause notice of any resignation, termination or appointment of the Fiscal Agent or any Paying Agent or Transfer Agent or of the Fiscal Agent, and of any change in the office through which any such Agent will act, act to be given as provided in the Securities to holders of such SeriesSecurities.

FISCAL AGENT; OTHER AGENTS. The Issuer hereby appoints [ ]The Chase Manhattan Bank, acting through its having a corporate trust office at [ ]400 Xxxx 00xx Xxxxxx, 00xx Xxxxx and a payment office at 400 Xxxx 00xx Xxxxxx, 00xx Xxxxx (for payments, exchanges and transfers), each in The City of New York (together, the “Corporate Trust Office”), as fiscal agent of the Issuer in respect of the Securities upon the terms and subject to the conditions herein set forth, and [ ] The Chase Manhattan Bank hereby accepts such appointment. [ ] The Chase Manhattan Bank and any successor or successors as such fiscal agent qualified and appointed in accordance with Section 99 hereof, are herein called the “Fiscal Agent”. The Fiscal Agent shall have the powers and authority granted to and conferred upon it in the Securities and hereby and such further powers and authority to act on behalf of the Issuer as may be mutually agreed upon by the Issuer and the Fiscal Agent. All of the terms and provisions with respect to such powers and authority contained in the Securities are subject to and governed by the terms and provisions hereof. The Fiscal Agent shall keep a copy of this Agreement available for inspection during normal business hours at its Corporate Trust Office. The Issuer may, at in its discretion, appoint one or more agents (a “Paying Agent” or “Paying Agents”) for the payment (subject to applicable laws and regulations) of the principal of (and premium, if any) and any interest on the Securities of a Series Series, and one or more agents (a “Transfer Agent” or “Transfer Agents” and together with the Paying Agents and the Fiscal Agent, the “Agents”) for the transfer and exchange of Securities of a Series Series, at such place or places as the Issuer may determine; provided, however, that for so long as any Securities of such Series are listed on any the Luxembourg Stock Exchange or the stock exchangeexchange of Hong Kong Limited, and such Exchange shall so require, the Issuer shall maintain a Paying Agent in such city Luxembourg or Hong Kong, as such stock exchange the case may so requirebe; and provided further provided, further, that, in the event that Securities are issued in registered form, the Issuer shall at all times maintain a Paying Agent Agent, Registrar and Transfer Agent in The City of New York, or, if set forth in the Authorization relating to such Securities, in London, and in such other city as such stock exchange may require York (which Paying Agent and Transfer Agent may be, and initially shall be, the Fiscal Agent). The Issuer shall promptly notify the Fiscal Agent of the name and address of each additional Paying Agent and Transfer Agent appointed by it and of the country or countries in which a Paying Agent or Transfer Agent may act in that capacity, and will notify the Fiscal Agent of the resignation or termination of any Paying Agent or Transfer Agent. Subject to the provisions of Section 9(c)) hereof, the Issuer may vary or terminate the appointment of any such Paying Agent or Transfer Agent at any time and from time to time upon giving not less than ten calendar ninety days’ notice to such Paying Agent or Transfer Agent, as the case may be, and to the Fiscal Agent. Notwithstanding the foregoing, if the Issuer issues bearer Securities of a Series, to the extent provided in the Securities of such Series Series, the Issuer shall maintain under appointment a Paying Agent or Paying Agents with respect to such bearer Securities Series outside the United States of AmericaAmerica (including the States and the District of Columbia), its territories, its possessions and other areas subject to its jurisdiction (the “United States”) for the payment of principal of (and premium, if any) and any interest on bearer Securities of such bearer SecuritiesSeries. In respect of the Securities of a Series, the Issuer shall cause notice of any resignation, termination or appointment of any Paying Agent or Transfer Agent or of the Fiscal Agent, Agent and of any change in the office through which any such Agent will act, act to be given as provided in the text of the Securities of such Series.

FISCAL AGENT; OTHER AGENTS. The Issuer Jamaica hereby appoints [ ], acting through its having a corporate trust office on the date hereof at [ ], United States of America, as fiscal agent of the Issuer Jamaica in respect of the Debt Securities upon the terms and subject to the conditions herein set forth, and [ ] , hereby accepts such appointment. [ ] , and any successor or successors as of such fiscal agent qualified and appointed in accordance with Section 99 hereof, are herein called the “Fiscal Agent”. The Fiscal Agent shall have the powers power and authority granted to and conferred upon it in the Debt Securities and hereby and such further powers and authority to act on behalf of the Issuer Jamaica as may be mutually agreed upon by the Issuer Jamaica and the Fiscal Agent. All of the terms and provisions with respect to such powers and authority contained in the Debt Securities are subject to and governed by the terms and provisions hereof. The Issuer . 2.1 Jamaica may, at its discretion, appoint one or more agents (a “Paying Agent” or “Paying Agents”) for the payment (subject to applicable laws and regulations) of the this principal of (and premium, if any) and any interest on the Debt Securities of a Series Series, and one or more agents (a “Transfer Agent” or “Transfer Agents” and together with the Paying Agents and the Fiscal Agent, the “Agents”) for the transfer and exchange of Debt Securities of a Series Series, at such place or places as the Issuer Jamaica may determine; provided, provided however, that so long as any Securities of such Series are listed on any stock exchange, the Issuer shall maintain a Paying Agent in such city as such stock exchange may so require; and provided further that, in the event that Securities are issued in registered form, the Issuer Jamaica shall at all times maintain a Paying Agent and Transfer Agent in at the Borough of Manhattan, The City of New York, or, if set forth in the Authorization relating to such Securities, in London, and in such other city as such stock exchange may require York (which Paying Agent and Transfer Agent may be, and initially shall be, be the Fiscal Agent). The Issuer shall promptly notify the Fiscal Agent of the name and address of each additional Paying Agent and Transfer Agent appointed by it and of the country or countries ) in which a Paying Agent or Transfer Agent may act in that capacity, and will notify the Fiscal Agent of the resignation or termination of any Paying Agent or Transfer Agent. Subject to the provisions of Section 9(c), the Issuer may vary or terminate the appointment of any such Paying Agent or Transfer Agent at any time and from time to time upon giving not less than ten calendar days’ notice to such Paying Agent or Transfer Agent, as the case may be, and to the Fiscal Agent. Notwithstanding the foregoing, if the Issuer issues bearer Securities of a Series, to the extent provided in the Securities of such Series the Issuer shall maintain under appointment a Paying Agent or Paying Agents with respect to such bearer Securities outside the United States of America, its territories, its possessions and other areas subject to its jurisdiction (the “United States”) for the payment of principal of (and premium, if any) and any interest on such bearer Securities. In respect of the Securities of a Series, the Issuer shall cause notice of any resignation, termination or appointment of any Paying Agent or Transfer Agent or of the Fiscal Agent, and of any change in the office through which any such Agent will act, to be given as provided in the Securities of such Series.Debt