Common use of Paying Agents to Hold Money Clause in Contracts

Paying Agents to Hold Money. No later than 10:00 a.m. (New York time) on each due date of an installment of principal of, or premium, Additional Amounts or interest on, a Security, the Corporation shall deposit with one or more Paying Agents an aggregate amount of money in immediately available funds sufficient to pay each such installment of principal, premium, Additional Amounts and interest so becoming due on the due date for payment under the Securities. The Corporation shall require each Paying Agent other than the Trustees to agree in writing (and the U.S. Paying Agent does so hereby agree) that such Paying Agent shall hold for the benefit of the Holders or the Trustees all money held by such Paying Agent for the payment of principal of, or premium, Additional Amounts or interest on, the Securities (whether such money has been paid to it by the Corporation or any other obligor on the Securities), and such Paying Agent shall promptly notify, in writing, the Trustees of any default by the Corporation (or any other obligor on the Securities) in making any such payment. The Corporation at any time may require a Paying Agent to pay all money held by it to one or more of the Trustees and account for any funds disbursed, and a Trustee may at any time during the continuance of any payment default, upon written request to a Paying Agent, require such Paying Agent to pay all money held by it to the Trustees and to account for any funds disbursed. Upon doing so, the Paying Agent shall have no further liability for the money so paid over to the Trustees. If the Corporation acts as Paying Agent, it shall, on or before each due date of any principal of, or premium, Additional Amounts or interest on, a Security, segregate and hold in a separate trust fund for the benefit of the Holder of such Security a sum of money sufficient to pay all of such principal, premium, Additional Amounts and interest so becoming due until such sum of money shall be paid to such Holder or otherwise disposed of as provided in this Indenture, and shall promptly notify the Trustees of its action or failure to act. Subject to applicable escheat laws, any money deposited with a Trustee or any Paying Agent, or then held by the Corporation, in trust for the payment of the principal of, or any premium or interest on, any Security and remaining unclaimed for two years after such principal, premium or interest has become due and payable shall be paid to the Corporation on Corporation Request, or if then held by the Corporation shall be discharged from such trust; and the Holder of such Security shall thereafter, as an unsecured general creditor, look only to the Corporation for payment of such principal, premium or interest on such Security and all liability of such Trustee or such Paying Agent with respect to such trust money, and all liability of the Corporation as trustee thereof, shall thereupon cease; provided, however, that such Trustee or such Paying Agent, before being required to make any such repayment, may at the expense of the Corporation cause to be published once, through a recognized newswire service, or to be mailed to Holders, or both, notice that such money remains unclaimed and that, after a date specified therein, which shall be not less than 30 days from the date of such publication or mailing, any unclaimed balance of such money then remaining will be repaid to the Corporation. The Corporation’s obligation to pay principal of, and premium, if any, and interest on, the Securities will cease if the Securities are not presented for payment within a period of ten years and a claim for interest is not made within five years from the date on which such principal, premium, if any, or interest, as the case may be, becomes due and payable.

Paying Agents to Hold Money. No later than 10:00 a.m. (New York time) on each due date of an installment of principal of, or premium, Additional Amounts or interest on, a Security, the Corporation shall deposit with one or more Paying Agents an aggregate amount of money in immediately available funds sufficient to pay each such installment of principal, premium, Additional Amounts and interest so becoming due on the due date for payment under the Securities. The Corporation Issuers shall require each the Paying Agent Agents, if other than the Trustees Trustee or an affiliate of the Trustee (including the U.S. Dollar Paying Agent and Sterling Paying Agent as of the date hereof), to agree in writing (and the U.S. Paying Agent does so hereby agree) that such each Paying Agent shall hold for the benefit of the Holders or the Trustees Trustee all money held by such the Paying Agent Agents for the payment of principal of, or Additional Amounts, if any, premium, Additional Amounts if any, or interest on, the Securities (whether such money has been paid to it Notes, and shall notify the Trustee in writing of any Default by the Corporation or any other obligor on the Securities), and such Paying Agent shall promptly notify, in writing, the Trustees of any default by the Corporation (or any other obligor on the Securities) Issuers in making any such payment. The Corporation Issuers at any time may require a the Paying Agent Agents to pay distribute all money held by it to one or more of the Trustees Trustee and account for any funds disbursed, money disbursed and a the Trustee may at any time during the continuance of any payment defaultDefault, upon written request to a the Paying AgentAgents, require such Paying Agent Agents to pay distribute all money held by it to the Trustees Trustee and to account for any funds disbursedmoney distributed. Upon doing sodistribution to the Trustee of all assets that shall have been delivered by the Issuers to the applicable Paying Agent, the such Paying Agent shall have no further liability for such money. For the money so paid over to avoidance of doubt, the Trustees. If applicable Paying Agent and the Corporation acts as Paying Agent, it shall, on or before each due date of any principal of, or premium, Additional Amounts or interest on, a Security, segregate and hold in a separate trust fund for the benefit of the Holder of such Security a sum of money sufficient to pay all of such principal, premium, Additional Amounts and interest so becoming due until such sum of money Trustee shall be paid held harmless and have no liability with respect to such Holder payments or otherwise disposed of as provided in this Indenture, and shall promptly notify the Trustees of its action or failure disbursements to act. Subject to applicable escheat laws, any money deposited with a Trustee or any Paying Agent, or then held be made by the Corporation, in trust for the payment of the principal of, or any premium or interest on, any Security and remaining unclaimed for two years after such principal, premium or interest has become due and payable shall be paid to the Corporation on Corporation Request, or if then held by the Corporation shall be discharged from such trust; and the Holder of such Security shall thereafter, as an unsecured general creditor, look only to the Corporation for payment of such principal, premium or interest on such Security and all liability of such Trustee or such Paying Agent with respect to such trust moneyand Trustee (i) for which payment instructions are not made or that are not otherwise deposited by the respective times set forth in Section 2.16, and all liability (ii) until they have confirmed receipt of the Corporation as trustee thereof, shall thereupon cease; provided, however, that such Trustee or such Paying Agent, before being required funds sufficient to make any such repaymentthe relevant payment. The Agents will hold all funds as banker subject to the terms of this Indenture and as a result, may at the expense of the Corporation cause to be published once, through a recognized newswire service, or to be mailed to Holders, or both, notice that such money remains unclaimed will not be held in accordance with the rules established by the Financial Conduct Authority in the Financial Conduct Authority’s Handbook of rules and that, after a date specified therein, which shall be not less than 30 days guidance from the date of such publication or mailing, any unclaimed balance of such money then remaining will be repaid time to the Corporation. The Corporation’s obligation time in relation to pay principal of, and premium, if any, and interest on, the Securities will cease if the Securities are not presented for payment within a period of ten years and a claim for interest is not made within five years from the date on which such principal, premium, if any, or interest, as the case may be, becomes due and payableclient money.