Definitive Bearer Notes definition

Definitive Bearer Notes means Bearer Notes in definitive form issued or, as the case may require, to be issued by the Issuer in accordance with the provisions of the Programme Agreement or any other agreement between the Issuer and the relevant Dealer(s) and this Agreement in exchange for a Temporary Global Note or part thereof or a Permanent Global Note (all as indicated in the applicable Final Terms), such Bearer Notes in definitive form being in the form or substantially in the form set out in Part III of Schedule 3 with such modifications (if any) as may be agreed between the Issuer, the Fiscal Agent and the relevant Dealer(s) and having the Conditions either attached thereto or endorsed thereon or, if permitted by the relevant Stock Exchange or competent listing authority, incorporating the Conditions by reference (where applicable) as indicated in the applicable Final Terms and having the applicable Final Terms (or the relevant provisions thereof) either endorsed thereon or attached thereto and (except in the case of a Zero Coupon Note) having Coupons and, where appropriate, Talons attached thereto on issue;

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Definitive Bearer Notes in substantially the forms (subject to amendment and completion) scheduled to the Trust Deed; or

Definitive Bearer Notes means Bearer Notes in definitive form issued or, as the case may require, to be issued by the Republic in accordance with the provisions of the Program Agreement, or any other agreement between the Republic and the relevant Dealer(s), and this Agreement, in exchange for a Temporary Global Note, or part thereof, or a Permanent Global Note (all as indicated in the applicable Final Terms), such Bearer Notes in definitive form, being in the form or substantially in the form set out in Part III of Schedule B, with such modifications (if any) as may be agreed between the Republic and the relevant Dealer(s) and having the Conditions either attached thereto or endorsed thereon or, if permitted by the relevant Stock Exchange, incorporating the Conditions by reference (where applicable to this Agreement) as indicated in the applicable Final Terms and having the applicable Final Terms (or the relevant provisions thereof) either endorsed thereon or attached thereto and having Receipts, Coupons and, where appropriate, Talons attached thereto on issue;

Examples of Definitive Bearer Notes in a sentence

• Until exchanged in full, the holder of an interest in any Bearer Global Note shall in all respects be entitled to the same benefits under this Agreement as the holder of Definitive Bearer Notes and Coupons authenticated and delivered under this Agreement, subject as set out in the Conditions.

• Definitive Bearer Notes are issued with Coupons attached, unless they are Zero Coupon Notes in which case references to Coupons and Couponholders in the Conditions are not applicable.

• Definitive Bearer Notes are issued with Coupons attached, unless they are Zero Coupon Notes in which case references to Coupons and Couponholders in these Terms and Conditions are not applicable.

• Title to the Definitive Bearer Notes, the Coupons and the Talons shall pass by delivery.

• The Agent shall notify the relevant Issuer forthwith upon receipt of a request for issue of Definitive Bearer Note(s) in accordance with the provisions of a Global Note (and the aggregate nominal amount of such Temporary Global Note or Permanent Global Note, as the case may be, to be exchanged in connection therewith).

• Payments of principal in respect of Definitive Bearer Notes not held in CMU will (subject as provided below) be made in the Specified Currency against surrender of Definitive Bearer Notes and payments of interest in respect of the Definitive Bearer Notes will (subject as provided below) be made in the Specified Currency against surrender of Coupons, in each case at the specified office of any Paying Agent outside the United States of America and its possessions.

• In the case of Definitive Bearer Notes not held in CMU, payments of principal with respect to instalments (if any), other than the final instalment, will (subject as provided below) be made against presentation and surrender of the relevant Receipt.

• On and after the Exchange Date, the Principal Paying Agent shall deliver, upon notice from Euroclear and Clearstream, Luxembourg, a Permanent Bearer Global Note or Definitive Bearer Notes, as the case may be, in accordance with the terms of the Temporary Bearer Global Note.

• The Issuer and the Guarantor and any Connected Company of the Issuer or the Guarantor may at any time purchase Notes of this Series (provided that, in the case of Definitive Bearer Notes, all unmatured Receipts and Coupons appertaining thereto are surrendered therewith) in the open market or by private treaty at any price.

• Until exchanged in full, the holder of an interest in any Global Note shall in all respects be entitled to the same benefits as the holder of Definitive Bearer Notes and Coupons authenticated and delivered hereunder, subject as set out in the Conditions and the relevant Global Note.

More Definitions of Definitive Bearer Notes

Definitive Bearer Notes means definitive Notes in bearer form in the form set out in Part 3 of Schedule 2 hereto and includes any replacement Definitive Bearer Notes issued pursuant to the Conditions; Director means any director of the Issuer from time to time; DTC means The Depository Trust Company at its office at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇-▇▇▇▇, ▇▇▇; Euroclear means Euroclear Bank SA/NV; Eurosystem-eligible NGN means a NGN which is intended to be held in a manner which would allow Eurosystem eligibility;‌ Exchange Agent means Citibank, N.A., London Branch and any additional or replacement Exchange Agent appointed pursuant to the Agency Agreement; Extraordinary Resolution has the meaning set out in paragraph 23 of Schedule 3 hereto; Final Terms has the meaning ascribed thereto in the Dealer Agreement;

Definitive Bearer Notes means definitive bearer Notes in a Specified Denomination.

Definitive Bearer Notes means definitive Notes in bearer form in the form set out in Part 3 of Schedule 2 hereto and includes any replacement Definitive Bearer Notes issued pursuant to the Conditions; Director means any director of the Issuer from time to time; DTC means The Depository Trust Company at its office at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇-▇▇▇▇, ▇▇▇; Euroclear means Euroclear Bank SA/NV; Euronext Dublin means the Irish Stock Exchange plc trading as Euronext Dublin or any successor thereto; Eurosystem-eligible NGN means a NGN which is intended to be held in a manner which would allow Eurosystem eligibility; Exchange Agent means Citibank, N.A., London Branch and any additional or replacement Exchange Agent appointed pursuant to the Agency Agreement; Extraordinary Resolution has the meaning set out in paragraph 23 of Schedule 3 hereto; Final Terms has the meaning ascribed thereto in the Dealer Agreement;

Definitive Bearer Notes in substantially the form (subject to completion) set out in Schedule 3 (Form of Definitive Bearer Note ("ICMA" format)) to the Fiscal Agency Agreement. An exchange for the Permanent Global Note or Definitive Bearer Note will be made only on or after the fortieth day (the "Exchange Date") after the completion (as determined by the Fiscal Agent or the Issuer) of the distribution of the Notes and (a) if the relevant Final Terms indicates that the Temporary Global Note is not intended to be a NGN Temporary Global Note upon presentation or, as the case may be, surrender of this Temporary Global Note to or to the order of the Fiscal Agent in relation to the Notes or (b) if the relevant Final Terms indicates that this Temporary Global Note is intended to be a NGN Temporary Global Note, upon presentation or, as the case may be, surrender of this Temporary Global Note to or to the order of the Fiscal Agent or to the Common Safekeeper office in relation to the Notes. No exchange of the Temporary Global Note shall take place except upon and to the extent of delivery to the Fiscal Agent of a certificate or certificates issued by ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇/▇▇ / ▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ and dated not earlier than the Exchange Date in substantially the form set out in Annex I hereto. If the relevant Final Terms provides that this Temporary Global Note is intended to be a NGN Temporary Global Note, the principal amount of the Permanent Global Note which is a NGN Permanent Global Note shall be recorded in the records of the ICSDs. Payments of interest otherwise falling due before the Exchange Date will be made only (a) if the relevant Final Terms indicates that this Temporary Global Note is not intended to be a NGN Temporary Global Note, upon presentation or, as the case may be, surrender of this Temporary Global Note to or to the order of the Fiscal Agent in relation to the Notes or (b) if the relevant Final Terms indicates that this Temporary Global Note is intended to be a NGN Temporary Global Note, upon receipt by the Fiscal Agent of confirmation from the ICSDs that the records of the Fiscal Agent as to amounts payable on a relevant payment date and the records of the ICSDs as to amounts payable on a relevant payment date are identical, and upon or to the extent of delivery to the Fiscal Agent of a certificate or certificates issued by Euroclear or Clearstream, Luxembourg and dated not earlier than the relevant interest payment date in substantially the form set out in Annex II...

Definitive Bearer Notes means Bearer Notes in definitive form issued or, as the case may require, to be issued by the relevant Issuer in accordance with the provisions of the Programme Agreement or any other agreement between the relevant Issuer and the relevant Dealer(s) in exchange for a Temporary Global Note or part thereof or a Permanent Global Note (as indicated in the applicable Pricing Supplement), such Bearer Notes in definitive form being in the form or substantially in the form set out in Part III A of Schedule 2 with such modifications (if any) as may be agreed between the relevant Issuer, the Agent, the Trustee and the relevant Purchaser(s) and having the Conditions either attached thereto or endorsed hereon or, if permitted by the Stock Exchange and agreed by the relevant Issuer and the relevant Purchaser(s), incorporating the Conditions by reference (where applicable to these presents) as indicated in the applicable Pricing Supplement and having the applicable Pricing Supplement either endorsed thereon or attached thereto and (except in the case of a Zero Coupon Note) having Coupons and, where appropriate, Receipts and/ or Talons attached thereto on issue;