PAYING AGENCY. 4.1 The Issuer shall remit the funds necessary for the payment of interest on and principal of the Notes to the Fiscal Agent, in AUD in same-day funds, to such account at the Fiscal Agent in London as the Fiscal Agent may from time to time specify (the “Redemption Account”) by 10:00 am (London time) on the second Business Day immediately prior to the date on which such payment is due. Business Day shall mean a day on which commercial banks and foreign exchange markets settle payments and are open for general business in each of London, Sydney and New York City. The Issuer hereby authorizes and directs the Fiscal Agent, from the amounts so paid to it, to make payment of the principal of, and interest on, the Notes on the due date for payment set forth in the Conditions and this Agreement. The Fiscal Agent shall be entitled to make payments net of any taxes or other sums required to be withheld or deducted by any applicable law. The Issuer shall confirm to the Fiscal Agent not later than 10:00 a.m. (London time) on the fourth Business Day before the relevant date for such payment that it has issued irrevocable payment instructions for such payment to be made.
4.2 If for any reason the Fiscal Agent does not receive unconditionally the full amount payable by the Issuer on the relevant due date in respect of all the outstanding or maturing Notes, the Fiscal Agent shall as soon as reasonably practicable notify the Issuer by facsimile. The Fiscal Agent shall not be bound to make any payment of principal or interest in respect of the Notes until the Fiscal Agent has received to its order the full amount of the monies then due and payable in respect of all outstanding or maturing Notes, provided, however, that if the Fiscal Agent shall, in its discretion, make any payment of principal or interest on or after the due date therefor in respect of the Notes prior to its unconditional receipt of the full amount then due and payable in respect of all outstanding Notes, the Issuer will promptly pay such amount to the Fiscal Agent and will compensate the Fiscal Agent at a rate equal to the Fiscal Agent’s cost of funding.
4.3 Out of the sums paid to the Fiscal Agent in respect of interest and principal on the Notes, the Fiscal Agent will make payment free of charge to the registered holder of the International Global Note and the DTC Global Note as stipulated in Clause 9 below, in the amounts specified in the Conditions. The Fiscal Agent shall obtain from the Registrar, and...
PAYING AGENCY. Each Issuer and the Guarantor shall cause each Paying Agent appointed by such Issuer and the Guarantor to execute and deliver to the Fiscal and Paying Agent an instrument in which such agent shall agree with the Fiscal and Paying Agent, subject to the provisions of this Section,
(1) that it will hold all sums held by it as such agent for the payment of the principal of, premium, if any, or interest, if any, on such Notes (whether such sums have been paid to it by the Issuer or the Guarantor or by any other obligor on such Notes) in trust for the benefit of the holders of such Notes, or the coupons appertaining thereto, if any;
(2) that it will give the Fiscal and Paying Agent notice of any failure by any such Issuer or the Guarantor (or by any other obligor on such Notes) to make any payment of the principal of, premium, if any, or interest, if any, on such Notes when the same shall be due and payable; and
(3) that at any time during the continuance of any failure by any such Issuer or the Guarantor (or by any other obligor on such Notes) specified in the preceding paragraph (2), such paying agent will, upon the written request of the Fiscal and Paying Agent, forthwith pay to the Fiscal and Paying Agent all sums so held in trust by it. The Fiscal and Paying Agent shall arrange with all such paying agencies for the payment, from funds furnished by each Issuer and the Guarantor to the Fiscal and Paying Agent pursuant to this Agreement, of the principal of, premium and interest on the Notes (and Additional Amounts, if any, with respect to the Notes).
PAYING AGENCY. The Company hereby appoints Banca del Gottardo as sole Paying Agent (the "Paying Agent") and Banca del Gottardo agrees to pay to the Noteholders all amounts to become due under the Notes. The Company undertakes, in connection with the Issue, not to appoint any institutions as paying agent without the consent of Banca del Gottardo, which consent shall not be unreasonably withheld and not to pay to other banks any commission or remuneration for the payment of interest or principal on the Notes.
PAYING AGENCY. 5.1 In order to provide for the payment of the principal of, and interest on, the Notes, as such payment shall become due and payable the Issuer shall:
5.1.1 in the case of Euro-Bonds pay to the Euro Paying Agent the amount in Euro of interest on, or principal of, all the Notes outstanding or maturing on such due date in same day funds by 10.00 a.m. in Frankfurt on each payment date to such account at such bank in Frankfurt as the Euro Paying Agent may specify;
5.1.2 in the case of USD-Notes pay to the U.S. Paying Agent the amount in USD of interest on, or principal of, all the Notes outstanding or maturing on such due date in same day funds by 10.00 a.m. in New York on each payment date to such account at such bank in New York as the U.S. Paying Agent may specify;
5.1.3 in the case of CAD-Notes pay to the CAD Paying Agent the amount in CAD of interest on, or principal of, all the Notes outstanding or maturing on such due date in same day funds by 10.00 a.m. in New York on each payment date to such account at such bank in New York as the CAD Paying Agent may specify;
5.1.4 in the case of Designated Currency-Notes pay to the Paying Agent for Designated Currency-Notes the amount in the Designated Currency of interest on, or principal of, all the Notes outstanding or maturing on such due date in same day funds by 10.00 a.m. in the Principal Financial Centre of the Designated Currency or such other time as may be specified by the Paying Agent for Designated Currency-Notes with three Frankfurt and New York Business Days prior notice to the Issuer on each payment date to such account at such bank in the Principal Financial Centre of the Designated Currency as the Paying Agent for Designated Currency-Notes may specify. The Issuer hereby authorizes and directs the Relevant Paying Agent, from the amounts so paid to it to make payment of the principal of, and interest on, the Notes, as specified in Clause 5.2 below, on the relevant payment date as set forth in the Conditions.
5.2 The Relevant Paying Agent shall give payment instructions by facsimile or authenticated SWIFT message to the Issuer not later than five Frankfurt Business Days prior to each payment date stating the amount of principal and/or interest payable by the Issuer on the payment date and the account and bank to which payment is to be made.
5.3 Out of the sums paid to the Euro Paying Agent in respect of interest and principal on the Euro-Bonds, the Euro Paying Agent shall make payment to CBF in Euro...
PAYING AGENCY. The Company will maintain an office in the United States of America where notices, presentations and demands to or upon the Company in respect of this Agreement, the Notes and the other Note Documents may be given or made. As of the date of this Agreement, such office is located at the Company's address set forth in Section 9.6. The Company will give written notice to the holders of the Notes of any change of location of such office no later than five Business Days prior to the date of any such change. Notwithstanding the foregoing, in lieu of, or in addition to, maintaining an office as herein contemplated, the Company may appoint and maintain an agent for receiving notices, presentations or demands and/or making payments on the Notes which shall be a state or national bank or trust company organized under the laws of the United States of America or any State thereof or the District of Columbia, having capital, surplus and undivided profits aggregating at least U.S. $250,000,000, and having an office in the Borough of Manhattan in the City of New York from which it can perform the functions it is so appointed to perform (the "PAYING AGENT").
PAYING AGENCY. 4.1 In order to provide for the payment of the principal of, and interest on, the Notes, as such payment shall become due and payable the Issuer shall:
4.1.1 in the case of Euro-Bonds pay to the Euro Paying Agent the amount in Euro of interest on, or principal of, all the Notes outstanding or maturing on such due date in same day funds by 10.00 a.m. in Frankfurt on each payment date to such account at such bank in Frankfurt as the Euro Paying Agent may specify.
4.1.2 in the case of USD-Notes pay to the U.S. Paying Agent the amount in USD of interest on, or principal of, all the Notes outstanding or maturing on such due date in same day funds by 10.00 a.m. in New York on each payment date to such account at such bank in New York as the U.S. Paying Agent may specify. The Issuer hereby authorizes and directs the Relevant Paying Agent, from the amounts so paid to it to make payment of the principal of, and interest on, the Notes, as specified in Clause 4.3 below, on the relevant payment date as set forth in the Conditions. The Relevant Paying Agent shall give payment instructions by facsimile or authenticated SWIFT message to the Issuer not later than five Frankfurt Business Days prior to each KfW Agency Agreement payment date stating the amount of principal and/or interest payable by the Issuer on the payment date and the account and bank to which payment is to be made.
4.2 If for any reason (other than negligence or wilful misconduct on the part of the Relevant Paying Agent or its officers, employees or agents) the Relevant Paying Agent does not, by the time specified in Clause 4.1, receive unconditionally the full amount payable by the Issuer on the relevant payment date in respect of all the outstanding Notes, the Relevant Paying Agent shall forthwith notify the Issuer by facsimile and shall not be bound to make any payment of principal or interest in respect of the Notes until it has received to its order the full amount of the moneys then due and payable in respect of all the outstanding Notes, provided, however, that if the Relevant Paying Agent shall, in its discretion, make any payment of principal or interest on or after the payment date therefor in respect of the Notes prior to its unconditional receipt of the full amount payable in respect of all outstanding Notes, the Issuer will promptly pay such amount to the Relevant Paying Agent and shall compensate the Relevant Paying Agent at an agreed-upon rate for the use of such funds.
4.3 Out of the sums...
PAYING AGENCY. 36 14. Merger, Consolidation, Sale or Conveyance................................38 15. Meetings of Holders of the Notes.........................................39 16.
PAYING AGENCY. The Company will maintain an office in the United States of America where notices, presentations and demands to or upon the Company in respect of this Agreement, the Notes and the other Note Documents may be given or made. As of the date of this Agreement, such office is
PAYING AGENCY. 16 5.5 Corporate Existence, etc........................................ 17 5.6 Taxes........................................................... 17 5.7 Insurance....................................................... 17 5.8 Limitation on Consolidation or Merger........................... 17 5.9 Ratings......................................................... 18 5.10 Direct Payments................................................. 18 SECTION 6 EVENTS OF DEFAULT AND REMEDIES THEREFOR....................... 19
PAYING AGENCY. 19 5.5. Corporate Existence, etc . . . . . . . . . . . 19 5.6. Taxes. . . . . . . . . . . . . . . . . . . . . 20 5.7. Insurance. . . . . . . . . . . . . . . . . . . 20 5.8. Limitation on Consolidation or Merger. . . . . 20 5.9. Ratings. . . . . . . . . . . . . . . . . . . . 21 5.10. Direct Payments. . . . . . . . . . . . . . . . 21