Common use of Replacement Instruments Clause in Contracts

Replacement Instruments. Clause 5 shall not apply to Book Entry Instruments. 5.1 The Issue and Paying Agent or, as the case may be in respect of any Instruments, the Paying Agent or the Registrar named in the relevant Final Terms (in such capacity the Replacement Agent) shall, upon and in accordance with the instructions (which instructions may, without limitation, include terms as to the payment of expenses and as to evidence, security and indemnity) of the Issuer but not otherwise, authenticate and deliver a Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument, as the case may be, as a replacement for any of the same which has been mutilated or defaced or which has or has been alleged to have been destroyed, stolen or lost provided that no Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument, as the case may be, shall be delivered as a replacement for any of the same which has been mutilated or defaced otherwise than against surrender of the same. 5.2 Each replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument delivered hereunder shall bear a unique serial number and be in a form otherwise identical to the Instrument it so replaces. 5.3 The Replacement Agent shall cancel each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument surrendered to it and in respect of which a replacement has been delivered. 5.4 The Replacement Agent shall notify the Issuer, the Trustee and (in the case of Bearer Instruments) the other Paying Agents or (in the case of Registered Instruments) the Registrar of the delivery by it in accordance herewith of any replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument, specifying the serial number thereof and the serial number (if any and if known) of the Instrument which it replaces and confirming (if such be the case) that the Instrument which it replaces has been cancelled. 5.5 Unless the Issuer instructs otherwise, the Replacement Agent shall destroy each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument surrendered to and cancelled by it and in respect of which a replacement has been delivered and shall, as soon as reasonably practicable but not later than three months after such destruction, furnish the Issuer (copy to the Issue and Paying Agent and the Trustee) with a certificate as to such destruction and specifying the serial numbers (to the extent known) of the Temporary Global Instrument, Permanent Global Instrument, Definitive Instruments (distinguishing between different denominations) and Registered Global Instruments in numerical sequence and the total number by payment or maturity date of Receipts and Coupons (distinguishing Talons) as destroyed.

Appears in 6 contracts

Sources: Issue and Paying Agency Agreement, Issue and Paying Agency Agreement, Issue and Paying Agency Agreement

Replacement Instruments. Clause 5 shall not apply to Book Entry Instruments. 5.1 The Issue and Paying Fiscal Agent or, as the case may be in respect of any Instrumentsbe, the Paying Agent or the Registrar named in the relevant Final Terms (in such capacity the Replacement Agent) shall, upon and shall in accordance with the instructions (which instructions may, without limitation, include terms as to the payment of expenses and as to evidence, security and indemnity) of the Issuer but not otherwise, and the terms and conditions (subject to the provisions of Clause 5.2 below) authenticate and deliver a Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrumentor, as the case may be, Registered Instrument as a replacement for any of the same which has been mutilated or defaced or which has or has been alleged to have been destroyed, stolen or lost provided that no Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument, as the case may be, Instrument shall be delivered as a replacement for any of the same which has been mutilated or defaced otherwise than against surrender of the samesame and any replacement Definitive Instrument shall have the same number of Coupons and, if applicable, a Talon as are attached to the mutilated or defaced Definitive Instrument so replaced. 5.2 The Replacement Agent shall not issue any replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Coupon or, as the case may be, Registered Instrument unless the claimant shall have: (i) paid such costs as may be incurred; and (ii) furnished (in the case of destroyed, lost or stolen Instruments) such evidence, security, indemnity and otherwise as the Issuer may require. 5.3 Each replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument delivered hereunder shall bear a unique serial number and be in a form otherwise identical to the Instrument it so replacesnumber. 5.3 5.4 The Replacement Agent shall cancel each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument surrendered to it and in respect of which a replacement has been delivered. 5.4 5.5 The Replacement Agent shall forthwith notify the Issuer, the Trustee and (in the case of Bearer Instruments) the other Paying Agents or (in the case of Registered Instruments) the Registrar of the delivery by it in accordance herewith of any replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument, specifying the serial number thereof and the serial number (if any and if known) of the Instrument which it replaces and confirming (if such be the case) that the Instrument which it replaces has been cancelled. 5.5 5.6 The Issuer shall ensure that the Replacement Agent has available to it supplies of such Temporary Global Instruments, Permanent Global Instruments, Definitive Instruments, Coupons and Registered Instruments, as the case may be, as shall be necessary to effect the delivery of replacement Instruments under this Section 5. 5.7 Each of the Fiscal Agent, the Registrar and the Replacement Agent undertake to notify the Issuer if it holds insufficient Instruments or Coupons to fulfil its respective obligations under Section 4 and this Section 5. 5.8 Unless the Issuer instructs otherwise, the Replacement Agent shall destroy each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument surrendered to and cancelled by it and in respect of which a replacement has been delivered and shall, shall as soon as reasonably practicable possible but not later than three months after such destruction, destruction furnish the Issuer (copy to the Issue and Paying Agent and the Trustee) with a certificate as to such destruction and specifying the serial numbers (to the extent known) of the Temporary Global Instrument, Permanent Global Instrument, Definitive Instruments (distinguishing between different denominations) and Registered Global Instruments in numerical sequence and the total number by payment or maturity date of Receipts and Coupons (and distinguishing Talonsany Talon in respect thereof) as so destroyed.

Appears in 1 contract

Sources: Fiscal Agency Agreement (Abb LTD)

Replacement Instruments. Clause 5 shall not apply to Book Entry Instruments. 5.1 The Issue and Paying Fiscal Agent or, as the case may be in respect of any Instrumentsbe, the Paying Agent or the Registrar named in the relevant Final Terms (in such capacity the Replacement Agent"REPLACEMENT AGENT") shall, upon and shall in accordance with the instructions of the relevant Issuer and the terms and conditions (which instructions may, without limitation, include terms as subject to the payment provisions of expenses and as to evidence, security and indemnityClause 5.2 below) of the Issuer but not otherwise, authenticate and deliver a Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrumentor, as the case may be, Registered Instrument as a replacement for any of the same which has been mutilated or defaced or which has or has been alleged to have been destroyed, stolen or lost provided Provided that no Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument, as the case may be, Instrument shall be delivered as a replacement for any of the same which has been mutilated or defaced otherwise than against surrender of the samesame and any replacement Definitive Instrument shall have the same number of Coupons and, if applicable, a Talon as are attached to the mutilated or defaced Definitive Instrument so replaced. 5.2 The Replacement Agent shall not issue any replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Coupon or, as the case may be, Registered Instrument unless the claimant shall have: (i) paid such costs as may be incurred; and (ii) furnished (in the case of destroyed, lost or stolen Instruments) such evidence, security, indemnity and otherwise as the relevant Issuer may require. 5.3 Each replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument delivered hereunder shall bear a unique serial number and be in a form otherwise identical to the Instrument it so replacesnumber. 5.3 5.4 The Replacement Agent shall cancel each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument surrendered to it and in respect of which a replacement has been delivered. 5.4 5.5 The Replacement Agent shall forthwith notify the relevant Issuer, the Trustee and (in the case of Bearer Instruments) the other Paying Agents or (in the case of Registered Instruments) the Registrar of the delivery by it in accordance herewith of any replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument, specifying the serial number thereof and the serial number (if any and if known) of the Instrument which it replaces and confirming (if such be the case) that the Instrument which it replaces has been cancelled. 5.5 5.6 Each of the Issuers shall ensure that the Replacement Agent has available to it supplies of such Temporary Global Instruments, Permanent Global Instruments, Definitive Instruments, Coupons and Registered Instruments, as the case may be, as shall be necessary to effect the delivery of replacement Instruments under this Section 5. 5.7 Each of the Fiscal Agent, the Registrar and the Replacement Agent undertake to notify the relevant Issuer if its holds insufficient Instruments or Coupons to fulfil its respective obligations under Section 4 and this Section 5. 5.8 Unless the relevant Issuer instructs otherwise, the Replacement Agent shall destroy each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument surrendered to and cancelled by it and in respect of which a replacement has been delivered and shall, shall as soon as reasonably practicable possible but not later than three months after such destruction, destruction furnish the such Issuer (copy to the Issue and Paying Agent and the Trustee) with a certificate as to such destruction and specifying the serial numbers (to the extent known) of the Temporary Global Instrument, Permanent Global Instrument, Definitive Instruments (distinguishing between different denominations) and Registered Global Instruments in numerical sequence and the total number by payment or maturity date of Receipts and Coupons (and distinguishing Talonsany Talon in respect thereof) as so destroyed.

Appears in 1 contract

Sources: Fiscal Agency Agreement (Abb LTD)

Replacement Instruments. Clause 5 shall not apply to Book Entry Instruments. 5.1 The Issue and Paying Fiscal Agent or, as the case may be in respect of any Instrumentsbe, the Paying Agent or the Registrar named in the relevant Final Terms (in such capacity the Replacement Agent) shall, upon and in accordance with the instructions (which instructions may, without limitation, include terms as to the payment of expenses and as to evidence, security and indemnity) of the Issuer SEK but not otherwise, authenticate and deliver a Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrumentor, as the case may be, Registered Instrument as a replacement for any of the same which has been mutilated or defaced or which has or has been alleged to have been destroyed, stolen or lost lost, provided that no Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument, as the case may be, Instrument shall be delivered as a replacement for any of the same which has been mutilated or defaced otherwise than against surrender of the same. 5.2 Each replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument delivered hereunder shall bear a unique serial number and be in a form otherwise identical to the Instrument it so replacesnumber. 5.3 The Replacement Fiscal Agent or, as the case may be, the Registrar shall cancel and destroy each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument surrendered to it and in respect of which a replacement has been delivered. 5.4 The Replacement Fiscal Agent or, as the case may be, the Registrar shall notify the Issuer, the Trustee SEK and (in the case of Bearer Instruments) the other Paying Agents or (in the case of Registered Instruments) the Registrar of the delivery by it in accordance herewith of any replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument, specifying the serial number thereof and the serial number (if any and if known) of the Instrument which it replaces and confirming (if such be the case) that the Instrument which it replaces has been cancelledcancelled or destroyed. 5.5 Unless SEK shall ensure that the Issuer instructs otherwise, Fiscal Agent and the Replacement Agent shall destroy each mutilated or defaced Registrar have available to them supplies of such Temporary Global InstrumentInstruments, Permanent Global InstrumentInstruments, Definitive InstrumentInstruments, Receipt, Coupon or Coupons and Registered Global Instrument surrendered to and cancelled by it and in respect of which a replacement has been delivered and shallInstruments, as soon the case may be, as reasonably practicable but not later than three months after such destruction, furnish the Issuer (copy shall be necessary to the Issue delivery of replacement Instruments under this Clause 5. 5.6 SEK agrees that it will, in relation to any instruments which are restricted securities (as defined in Rule 144(a)(3) under the Securities Act) and Paying Agent and the Trustee) with a certificate as during any period in relation thereto during which it is neither subject to such destruction and specifying the serial numbers (to the extent knownSection 13 or 15(d) of the Temporary Global InstrumentExchange Act nor exempt from reporting pursuant to Rule 12g3-2(b) under the Exchange Act, Permanent Global Instrument, Definitive Instruments (distinguishing between different denominations) and Registered Global Instruments in numerical sequence make available on request to each of the Paying Agents and the total number by payment or maturity date Registrar, the information specified in and meeting the requirements of Receipts and Coupons (distinguishing TalonsRule 144A(d)(4) under the Securities Act in order that such Paying Agent or, as destroyedthe case may be, the Registrar may make such information available to holders of any Instruments as contemplated in Clause 2.2.4 of the Dealership Agreement.

Appears in 1 contract

Sources: Fiscal Agency Agreement (Swedish Export Credit Corp /Swed/)

Replacement Instruments. Clause 5 shall not apply to Book Entry Instruments. 5.1 The Issue and Paying Agent or, as the case may be in respect of any Instruments, the Paying Agent or the Registrar named in the relevant Final Terms applicable Pricing Supplement (in such capacity the "Replacement Agent") shall, upon and in accordance with the instructions (which instructions may, without limitation, include terms as to the payment of expenses and as to evidence, security and indemnity) of the relevant Issuer but not otherwise, authenticate and deliver a Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon Instrument or Registered Global InstrumentCoupon, as the case may be, as a replacement for any of the same which has been mutilated or defaced or which has or has been alleged to have been destroyed, stolen or lost lost, provided that no Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon Instrument or Registered Global InstrumentCoupon, as the case may be, shall be delivered as a replacement for any of the same which has been mutilated or defaced otherwise than against surrender of the same, or in the case of an NGI Temporary Global Instrument or an NGI Permanent Global Instrument, appropriate confirmation of destruction from the Common Safekeeper. Any replacement NGI Temporary Global Instrument or NGI Permanent Global Instrument shall be delivered to the Common Safekeeper together with instructions to effectuate it. 5.2 Each replacement Temporary Global Instrument, Permanent Global Instrument, Definitive InstrumentInstrument or Coupon, Receipt, Coupon or Registered Global Instrument delivered hereunder shall bear a unique serial number and be in a form otherwise identical to the Instrument it so replaces. 5.3 The Replacement Agent shall cancel each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Instrument or Coupon or Registered Global Instrument surrendered to it and in respect of which a replacement has been delivered. 5.4 The Replacement Agent shall notify the Issuer, relevant Issuer and the Trustee Holders’ Agent (if any) and (in the case of Bearer Instruments) the other Paying Agents or (in the case of Registered Instruments) the Registrar of the delivery by it in accordance herewith of any replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon Instrument or Registered Global InstrumentCoupon, specifying the serial number thereof and the serial number (if any and if known) of the Instrument which it replaces and confirming (if such be the case) that the Instrument which it replaces has been cancelled. In the case of an NGI Temporary Global Instrument or an NGI Permanent Global Instrument which has been destroyed by the Common Safekeeper, the Issue and paying Agent shall furnish the relevant Issuer with a copy of the confirmation of destruction received by it from the Common Safekeeper. 5.5 Unless the relevant Issuer instructs otherwise, the Replacement Agent shall destroy each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive InstrumentInstrument or Coupon, Receipt, Coupon or Registered Global Instrument surrendered to and cancelled by it and in respect of which a replacement has been delivered and shall, as soon as reasonably practicable but not later than three months after such destruction, furnish the relevant Issuer (copy to the Issue and Paying Agent and the Trustee) with a certificate as to such destruction and specifying the serial numbers (to the extent known) of the Temporary Global Instrument, Permanent Global Instrument, Definitive Instruments (distinguishing between different denominations) and Registered Global Instruments ), in numerical sequence and the total number by payment or maturity date of Receipts and Coupons (distinguishing Talons) as destroyed. In the case of an NGI Temporary Global Instrument or an NGI Global Instrument which has been destroyed by the Common Safekeeper, the Replacement Agent shall furnish the Issuer with a copy of the confirmation of destruction received by it from the Common Safekeeper.

Appears in 1 contract

Sources: Issue and Paying Agency Agreement

Replacement Instruments. Clause 5 shall not apply to Book Entry Instruments. 5.1 5.01 The Issue and Paying Agent or, as the case may be in respect of any Instruments, the Paying Agent or the Registrar named in the relevant Final Terms Pricing Supplement (in such capacity the Replacement Agent"REPLACEMENT AGENT") shall, upon and in accordance with the instructions (which instructions may, without limitation, include terms as to the payment of expenses and as to evidence, security and indemnity) of the Issuer but not otherwise, authenticate and deliver a Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon Receipt or Registered Global InstrumentCoupon, as the case may be, as a replacement for any of the same which has been mutilated or defaced or which has or has been alleged to have been destroyed, stolen or lost provided Provided that no Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon Receipt or Registered Global InstrumentCoupon, as the case may be, shall be delivered as a replacement for any of the same which has been mutilated or defaced otherwise than against surrender of the same. 5.2 5.02 Each replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Receipt or Coupon or Registered Global Instrument delivered hereunder shall bear a unique serial number and be in a form otherwise identical to the Instrument it so replaces. 5.3 5.03 The Replacement Agent shall cancel each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Receipt or Coupon or Registered Global Instrument surrendered to it and in respect of which a replacement has been delivered. 5.4 5.04 The Replacement Agent shall notify the Issuer, the Trustee Issuer and (in the case of Bearer Instruments) the other Paying Agents or (in the case of Registered Instruments) the Registrar of the delivery by it in accordance herewith of any replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon Receipt or Registered Global InstrumentCoupon, specifying the serial number thereof and the serial number (if any and if known) of the Instrument which it replaces and confirming (if such be the case) that the Instrument which it replaces has been cancelled. 5.5 5.05 Unless the Issuer instructs otherwise, the Replacement Agent shall destroy each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Receipt or Coupon or Registered Global Instrument surrendered to and cancelled by it and in respect of which a replacement has been delivered and shall, as soon as reasonably practicable but not later than three months after such destruction, furnish the Issuer (copy to the Issue and Paying Agent and the Trustee) with a certificate as to such destruction and specifying the serial numbers (to the extent known) of the Temporary Global Instrument, Permanent Global Instrument, Instrument and Definitive Instruments (distinguishing between different denominations) and Registered Global Instruments in numerical sequence and the total number by payment or maturity date of Receipts and Coupons (distinguishing Talons) as destroyed.

Appears in 1 contract

Sources: Issue and Paying Agency Agreement (Capital One Financial Corp)

Replacement Instruments. Clause 5 shall not apply to Book Entry Instruments. 5.1 The Issue and Paying Agent or, as the case may be in respect of any Instruments, the Paying Agent or the Registrar named in the relevant Final Terms or the Registrar (in such capacity the "Replacement Agent") shall, upon and in accordance with the instructions (which instructions may, without limitation, include terms as to the payment of expenses and as to evidence, security and indemnity) of the Issuer but not otherwise, authenticate and deliver a Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Talon, Coupon or Registered Global Instrumentor, as the case may be, Registered Instrument as a replacement for any of the same which has been mutilated or defaced or which has or has been alleged to have been destroyed, stolen or lost provided that no Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument, as the case may be, Instrument shall be delivered as a replacement for any of the same which has been mutilated or defaced otherwise than against surrender of the samesame or, in the case of an NGN Temporary Global Instrument or an NGN Permanent Global Instrument, appropriate confirmation of destruction from the Common Safekeeper, and provided that any replacement NGN Temporary Global Instrument or NGN Permanent Global Instrument shall be delivered to the Common Safekeeper together with instructions to effectuate it. 5.2 Each replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument delivered hereunder shall bear a unique serial number and be in a form otherwise identical to the Instrument it so replaces. 5.3 The Replacement Agent shall cancel each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument surrendered to it and in respect of which a replacement has been delivered. 5.4 The Replacement Agent shall notify the Issuer, the Trustee Issuer and (in the case of the Bearer Instruments) the other Paying Agents or (in the case of Registered Instruments) the Registrar of the delivery by it in accordance herewith of any replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument, specifying the serial number thereof and the serial number (if any and if known) of the Instrument which it replaces and confirming (if such be the case) that the Instrument which it replaces has been cancelled. 5.5 Unless the Issuer instructs otherwise, the Replacement Agent shall destroy each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon or Registered Global Instrument surrendered to and cancelled by it and in respect of which a replacement has been delivered and shall, as soon as reasonably practicable but not later than three months after such destruction, furnish the Issuer (copy to the Issue and Paying Agent and the Trustee) upon written request with a certificate as to such destruction and specifying the serial numbers (to the extent known) of the Temporary Global Instrument, Permanent Global Instrument, Definitive Instruments (distinguishing between different denominations) and Registered Global Instruments in numerical sequence and the total number by payment or maturity date of Receipts and Coupons (distinguishing Talons) as destroyed. In the case of an NGN Temporary Global Instrument or an NGN Permanent Global Instrument which has been destroyed by the Common Safekeeper, the Replacement Agent shall furnish the Issuer and the Guarantor with a copy of the confirmation of destruction received by it from the Common Safekeeper.

Appears in 1 contract

Sources: Issue and Paying Agency Agreement

Replacement Instruments. Clause 5 shall not apply to Book Entry Instruments. 5.1 The Issue and Paying Agent or, as the case may be in respect of any Instruments, the Paying Agent or the Registrar named in the relevant applicable Final Terms (in such capacity the "Replacement Agent") shall, upon and in accordance with the instructions (which instructions may, without limitation, include terms as to the payment of expenses and as to evidence, security and indemnity) of the relevant Issuer but not otherwise, authenticate and deliver a Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon Receipt or Registered Global InstrumentCoupon, as the case may be, as a replacement for any of the same which has been mutilated or defaced or which has or has been alleged to have been destroyed, stolen or lost lost, provided that no Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon Receipt or Registered Global InstrumentCoupon, as the case may be, shall be delivered as a replacement for any of the same which has been mutilated or defaced otherwise than against surrender of the same, or in the case of an NGI Temporary Global Instrument or an NGI Permanent Global Instrument, appropriate confirmation of destruction from the Common Safekeeper. Any replacement NGI Temporary Global Instrument or NGI Permanent Global Instrument shall be delivered to the Common Safekeeper together with instructions to effectuate it. 5.2 Each replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, ReceiptReceipt or Coupon, Coupon or Registered Global Instrument delivered hereunder shall bear a unique serial number and be in a form otherwise identical to the Instrument it so replaces. 5.3 The Replacement Agent shall cancel each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Receipt or Coupon or Registered Global Instrument surrendered to it and in respect of which a replacement has been delivered. 5.4 The Replacement Agent shall notify the Issuerrelevant Issuer and, if applicable, the Trustee Guarantor and the Bank Holders’ Agent (in the case of Bearer Bank Instruments) and the other Paying Agents or (in the case of Registered Instruments) the Registrar of the delivery by it in accordance herewith of any replacement Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, Receipt, Coupon Receipt or Registered Global InstrumentCoupon, specifying the serial number thereof and the serial number (if any and if known) of the Instrument which it replaces and confirming (if such be the case) that the Instrument which it replaces has been cancelled. In the case of an NGI Temporary Global Instrument or an NGI Permanent Global Instrument which has been destroyed by the Common Safekeeper, the Issue and paying Agent shall furnish the relevant Issuer with a copy of the confirmation of destruction received by it from the Common Safekeeper. 5.5 Unless the relevant Issuer or, if applicable, the Guarantor instructs otherwise, the Replacement Agent shall destroy each mutilated or defaced Temporary Global Instrument, Permanent Global Instrument, Definitive Instrument, ReceiptReceipt or Coupon, Coupon or Registered Global Instrument surrendered to and cancelled by it and in respect of which a replacement has been delivered and shall, as soon as reasonably practicable but not later than three months after such destruction, furnish the relevant Issuer (copy to and, if applicable, the Issue and Paying Agent and the Trustee) Guarantor with a certificate as to such destruction and specifying the serial numbers (to the extent known) of the Temporary Global Instrument, Permanent Global Instrument, Definitive Instruments (distinguishing between different denominations) and Registered Global Instruments ), in numerical sequence and the total number by payment or maturity date of Receipts and Coupons (distinguishing Talons) as destroyed. In the case of an NGI Temporary Global Instrument or an NGI Global Instrument which has been destroyed by the Common Safekeeper, the Replacement Agent shall furnish the Issuer and, if applicable, Guarantor with a copy of the confirmation of destruction received by it from the Common Safekeeper.

Appears in 1 contract

Sources: Issue and Paying Agency Agreement