Registrar and Paying Agents. The Company shall maintain or cause to be maintained, in the City of New York, an Office or Agency where the Debentures may be presented for registration of transfer or for exchange ("Registrar"), a Paying Agent at whose Office the Debentures may be presented or surrendered for payment, and an Office or Agency where notices and demands to or upon the Company in respect of the Debentures and this Indenture may be served. The Registrar shall keep a register (the "Register") of the Debentures and of their transfer and exchange. The Company may have one or more co-Registrars and one or more additional Paying Agents and
Registrar and Paying Agents. (a) The Company shall maintain (i) an office or agency in London where Notes may be presented for registration of transfer or for exchange (the "Registrar"), (ii) an office or agency in each of London (the "Principal Paying Agent") and, if and for so long as any Notes are listed on the Luxembourg Stock Exchange, Luxembourg (the "Luxembourg Paying Agent") where Definitive Notes may be presented for payment and (iii) an office or agency in the City of New York where notices and demands to or upon the Company in respect of the Notes and this Supplemental Indenture and the Indenture may be served.
Registrar and Paying Agents. The Issuers shall maintain one or more offices or agencies where (a) Definitive Notes may be presented or surrendered for registration of transfer or for exchange (such office or agency, the “Registrar”), (b) (x) U.S. Dollar Notes that are Global Notes (and Definitive Notes, if issued) may be presented or surrendered for payment in New York City (the “U.S. Dollar Paying Agent”) and (y) Sterling Notes that are Global Notes (and Definitive Notes, if issued) may be presented or surrendered for payment in the City of London (the “Sterling Paying Agent” and, together with the U.S. Dollar Paying Agent, the “Paying Agents” and each, a “Paying Agent”) and (c) notices and demands in respect of such Global Notes (and Definitive Notes, if issued) and this Indenture may be served. In the event that Definitive Notes are issued, the Issuers shall ensure that at least one Person located in New York City and at least one Person located in the City of London, in each case reasonably acceptable to the Trustee, is maintained as a Paying Agent where Definitive Notes and this Indenture may be served and (ii) in the case of a Paying Agent, Definitive Notes may be presented or surrendered for payment. The Issuers will also maintain one or more transfer agents, including one in New York City (the “U.S. Dollar Transfer Agent”) and one in the City of London (the “Sterling Transfer Agent” and, together with the U.S. Dollar Transfer Agent, the “Transfer Agents” and each, a “Transfer Agent”). The Registrar shall keep a register of the Definitive Notes and of their transfer and exchange. Notices and demands in respect of Global Notes shall be made by the Issuers in accordance with Section 11.01. The Issuers, upon written notice to the Trustee, may have one or more co-Registrars and one or more additional Paying Agents reasonably acceptable to the Trustee. The term “Registrar” includes any co-Registrar and the term “Paying Agents” includes any additional applicable Paying Agents. The Issuers initially appoint The Bank of New York Xxxxxx XX/NV, Luxembourg Branch, as Registrar, The Bank of New York Mellon, as U.S. Dollar Paying Agent and U.S. Dollar Transfer Agent, and The Bank of New York Mellon, London Branch, as Sterling Paying Agent and Sterling Transfer Agent, until such time as any such entity has resigned or a successor has been appointed. In the event that an applicable Paying Agent, Registrar or Transfer Agent is replaced, the Issuers will provide written notice thereof to the Tr...
Registrar and Paying Agents. The Company shall maintain (i) an office or agency in the City of New York where Notes may be presented for registration of transfer or for exchange (the “Registrar”), (ii) an office or agency in the City of New York (the “Paying Agent”) where Definitive Notes may be presented for payment and (iii) an office or agency in the State of New York where notices and demands to or upon the Company in respect of the Notes and this Indenture may be served. The Company may change the Paying Agent or the Registrar or appoint additional Registrars or additional Paying Agents and the terms “Registrar” and “Paying Agent” shall include any such additional Registrar or Paying Agent, as applicable. The Company shall enter into an appropriate agency agreement with any such agent not a party to this Indenture acceptable to the Company and such agreement shall implement the provisions of this Indenture that relate to such agent and, to the extent applicable, shall incorporate the provisions of the TIA. Without limiting the foregoing, each such agreement appointing a Paying Agent must contain provisions substantially to the effect of Section 2.07 hereof. The Company shall promptly notify the Trustee in writing of the name and address of any such agent. If the Company fails to maintain a Registrar or Paying Agent or fails to give the foregoing notice, the Trustee shall act as such and shall be entitled to appropriate compensation in accordance with Section 7.07. The Registrar shall keep a register (the “Register”) of any Definitive Notes and of their transfer and exchange. The Company hereby appoints the Trustee through its office, located at 000 Xxxxxxx Xxxxxx, Floor 8W, New York, New York 10286, as Registrar and Paying Agent. The Guarantors hereby appoint the Company at its address specified in Section 11.02 hereof as agent for service of notices and demands in connection with the Notes and this Indenture.
Registrar and Paying Agents. The Company shall maintain an office or agency in Luxembourg, where Global Notes may be presented for registration of transfer or for exchange (“Registrar”). The Company shall maintain an office or agency in London, England, where (i) Global Notes may be presented or surrendered for payment (“Paying Agent”) and (ii) notices and demands in respect of such Global Notes and this Indenture may be served. In the event that Definitive Notes are issued, (x) Definitive Notes may be presented or surrendered for registration of transfer or for exchange, (y) Definitive Notes may be presented or surrendered for payment and (z) notices and demands in respect of the Definitive Notes and this Indenture may be served at an office of the Registrar in Luxembourg or the Paying Agent, as applicable, in London, England. The Registrar shall keep a register of the Notes and of their transfer and exchange. The Company, upon notice to the Trustee, may have one or more co-Registrars and one or more additional Paying Agents reasonably acceptable to the Trustee. The term “Registrar” includes any co-Registrar, and the term “Paying Agent” includes any additional Paying Agent. The Company or any of its Subsidiaries may act as Paying Agent or Registrar for the Notes, provided that, if Notes are issued in definitive form, and for so long as the Notes are listed on the Irish Stock Exchange and the rules of the Irish Stock Exchange so require, the Company will appoint a Person located in the Republic of Ireland who is reasonably acceptable to the Trustee as an additional Paying Agent for the Notes. In the event that a Paying Agent or Registrar is replaced, and for so long as the Notes are listed on the Irish Stock Exchange, the Company will provide notice thereof in the manner permitted by the rules of the Irish Stock Exchange and, in the case of Definitive Notes, in addition to such notice, mailed by first-class mail to each Holder’s registered address, as it appears on the register of the Notes held by the Registrar, with a copy to the Trustee. The Company may change any Registrar or Paying Agent without prior notice to the Holders of the Notes so long as the Notes are listed on the Irish Stock Exchange and the rules of the Irish Stock Exchange so require. Payment of principal will be made upon the surrender of Definitive Notes at the office of any Paying Agent. In the case of a transfer of a Definitive Note in part, upon surrender of the Definitive Note to be transferred, a Definitive No...
Registrar and Paying Agents. Insofar as such provisions may be applicable, the Registrar, the Authenticating Agent, Paying Agent and any other Agent appointed in accordance with the provisions hereof shall enjoy the same protections, immunities and indemnities as are provided for in this Article Eight with respect to the Trustee.
Registrar and Paying Agents. 28 SECTION 2.4 HOLDERS TO BE TREATED AS OWNERS; PAYMENTS OF INTEREST.....................................28 SECTION 2.5 PAYING AGENT TO HOLD MONEY IN TRUST.......................................................29 SECTION 2.6
Registrar and Paying Agents. The Company shall maintain (i) an office or agency in the City of New York where Notes may be presented for registration of transfer or for exchange (the "Registrar"), (ii) an office or agency in the City of New York (the "Paying Agent") where Definitive Notes may be presented for payment and (iii) an office or agency in the State of New York where notices and demands to or upon the Company in respect of the Notes and this Indenture may be served. The Company may change the Paying Agent or the Registrar or appoint additional Registrars or additional Paying Agents and the terms "Registrar" and "Paying Agent" shall include any such additional Registrar or Paying Agent, as applicable. The Company shall enter into an appropriate agency agreement with any Agent not a party to this Indenture and the agreement shall implement the provisions of this Indenture that relate to such Agent and, to the extent applicable, shall incorporate the provisions of the TIA. Without limiting the foregoing, each such agreement appointing a Paying Agent must contain provisions substantially to the
Registrar and Paying Agents. The Issuer shall maintain one or more Paying Agents and Transfer Agents for the Notes (i) in Luxembourg, for so long as the Notes are listed on the Luxembourg Stock Exchange, (ii) in the city of London, and (iii) in the Borough of Manhattan, city of New York. The Issuer shall also maintain a registrar (a "REGISTRAR") with an office in the Borough of Manhattan, city of New York and in Europe. The initial Registrar for the Notes appointed pursuant to the Agency Agreement is The Bank of New York in London. The Registrar will maintain a register reflecting ownership of the relevant Notes outstanding from time to time (the "REGISTER"). The Issuer and the Guarantors reserve the right at any time to vary or terminate the appointment of any Paying Agent, Registrar, Transfer Agent or other agent appointed by them pursuant to the Agency Agreement and/or to appoint additional or other Paying Agents, Registrars, Transfer Agents pursuant to the Agency Agreement or other agents without prior notice to the Holders; provided however, that no such variation, termination or appointment shall in any manner relieve the Issuer of its obligation to maintain agents and offices in the locations specified in the first two paragraphs of this Section 2.3.
Registrar and Paying Agents. Initially, The Bank of New York Mellon will act as Paying Agent, Trustee and Registrar. The Company may appoint and change any Paying Agent, Registrar or co-registrar without notice. The Company or any Restricted Subsidiary may act as Paying Agent, Registrar, co-registrar or Transfer Agent. So long as the Notes are listed on the Singapore Stock Exchange for trading on the Singapore Stock Exchange and the rules of the Singapore Stock Exchange so require, at least one paying agent in Singapore will be appointed and maintained where the Notes may be presented or surrendered for payment or redemption, in the event that the Global Note is exchanged for individual definitive Notes.
