Common use of Paying Agent and Conversion Agent Clause in Contracts

Paying Agent and Conversion Agent. (a) The Company shall maintain in the United States (i) an office or agency where Preferred Stock may be presented for payment (the “Paying Agent”) and (ii) an office or agency where, in accordance with the terms hereof, Preferred Stock may be presented for conversion (the “Conversion Agent”). The Transfer Agent may act as Paying Agent and Conversion Agent, unless another Paying Agent or Conversion Agent is appointed by the Company. The Company may appoint the Registrar, the Paying Agent and the Conversion Agent and may appoint one or more additional paying agents and one or more additional conversion agents in such other locations as it shall determine. The term “Paying Agent” includes any additional paying agent and the term “Conversion Agent” includes any additional conversion agent. The Company may change any Paying Agent or Conversion Agent without prior notice to any Holder. The Company shall notify the Registrar of the name and address of any Paying Agent or Conversion Agent appointed by the Company. If the Company fails to appoint or maintain another entity as Paying Agent or Conversion Agent, the Registrar shall act as such or the Company or any of its Affiliates shall act as Paying Agent, Registrar or Conversion Agent. (b) Payments due on the Preferred Stock shall be payable at the office or agency of the Company maintained for such purpose in The City of New York and at any other office or agency maintained by the Company for such purpose. Payments of cash shall be payable by United States dollar check drawn on, or wire transfer (provided, that appropriate wire instructions have been received by the Registrar at least 15 days prior to the applicable date of payment) to a U.S. dollar account maintained by the Holder with, a bank located in New York City; provided that at the option of the Company, payment of cash dividends may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Preferred Stock register.

Appears in 3 contracts

Samples: Subscription Agreement (Hennessy Capital Acquisition Corp II), Subscription Agreement (Hennessy Capital Acquisition Corp.), Backstop and Subscription Agreement (Quinpario Acquisition Corp.)

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Paying Agent and Conversion Agent. (a) The Company Corporation shall maintain in the United States (i) an office or agency where Preferred Stock may be presented for payment (the “Paying Agent”) and (ii) an office or agency where, in accordance with the terms hereof, Preferred Stock may be presented for conversion (the “Conversion Agent”). The Transfer Agent may act as Paying Agent and Conversion Agent, unless another Paying Agent or Conversion Agent is appointed by the CompanyCorporation. The Company Corporation may appoint the Registrar, the Paying Agent and the Conversion Agent and may appoint one or more additional paying agents and one or more additional conversion agents in such other locations as it shall determine. The term “Paying Agent” includes any additional paying agent and the term “Conversion Agent” includes any additional conversion agent. The Company Corporation may change any Paying Agent or Conversion Agent without prior notice to any Holder. The Company Corporation shall notify the Registrar of the name and address of any Paying Agent or Conversion Agent appointed by the CompanyCorporation. If the Company Corporation fails to appoint or maintain another entity as Paying Agent or Conversion Agent, the Registrar shall act as such or the Company Corporation or any of its Affiliates shall act as Paying Agent, Registrar or Conversion Agent. (b) Payments due on the Preferred Stock shall be payable at the office or agency of the Company Corporation maintained for such purpose in The City of New York and at any other office or agency maintained by the Company Corporation for such purpose. Payments of cash shall be payable by United States dollar check drawn on, or wire transfer (provided, that appropriate wire instructions have been received by the Registrar at least 15 days prior to the applicable date of payment) to a U.S. dollar account maintained by the Holder with, a bank located in New York City; provided that at the option of the CompanyCorporation, payment of cash dividends may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Preferred Stock register.

Appears in 3 contracts

Samples: Backstop and Subscription Agreement, Subscription Agreement (Hennessy Capital Acquisition Corp. III), Backstop and Subscription Agreement (Hennessy Capital Acquisition Corp. III)

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Paying Agent and Conversion Agent. (a) The Company shall Corporation may elect to maintain in the United States Borough of Manhattan, City of New York, State of New York (i) an office or agency where Convertible Perpetual Preferred Stock may be presented for payment (the “Paying Agent”) and (ii) an office or agency where, in accordance with the terms hereof, where Convertible Perpetual Preferred Stock may be presented for conversion (the “Conversion Agent”). ; provided, however, that until such office or agency is designated or appointed the Corporation shall serve as the Paying Agent or Conversion Agent.. The Transfer Agent may shall act as Paying Agent and Conversion Agent, unless another Paying Agent or Conversion Agent is appointed by the CompanyCorporation. The Company Corporation may appoint the Registrar, the Paying Agent and the Conversion Agent and may appoint one or more additional paying agents and one or more additional conversion agents in such other locations as it shall determine. The term “Paying Agent” includes any additional paying agent and the term “Conversion Agent” includes any additional conversion agent. The Company Corporation may change any Paying Agent or Conversion Agent without prior notice to any Holderholder. The Company Corporation shall notify the Registrar of the name and address of any Paying Agent or Conversion Agent appointed by the CompanyCorporation, if other than the Corporation. If the Company fails to appoint or maintain another entity as Paying Agent or Conversion Agent, the Registrar shall act as such or the Company The Corporation or any of its Affiliates shall may act as Paying Agent, Registrar or Conversion Agent. (b) Payments due on the Convertible Perpetual Preferred Stock shall be payable at the office or agency of the Company Corporation maintained for such purpose in The City of New York and at any other office or agency maintained by the Company Corporation for such purpose. Payments of cash shall be payable by United States dollar check drawn on, or wire transfer (provided, that appropriate wire instructions have been received by the Registrar at least 15 fifteen (15) days prior to the applicable date of payment) to a U.S. dollar account maintained by the Holder holder with, a bank located in New York City; provided that at the option of the CompanyCorporation, payment of cash dividends may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Convertible Perpetual Preferred Stock register.

Appears in 2 contracts

Samples: Stock Purchase Agreement (McMoran Exploration Co /De/), Stock Purchase Agreement (Freeport McMoran Copper & Gold Inc)

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