Luxembourg Stock Exchange. The Company shall, for the benefit of the Holders, use its best efforts to (A) file an application to list the Exchange Securities and the Shelf Registrable Securities, if any, on the Official List of the Luxembourg Stock Exchange for trading on the Euro MTF market of the Luxembourg Stock Exchange; (B) inform the Luxembourg Stock Exchange and cause notice to be published in a daily newspaper of general circulation in Luxembourg (which is expected to be d’Wort) prior to commencing the Exchange Offer or the Shelf Registration; (C) provide to the Luxembourg Stock Exchange documents relating to the Exchange Offer or Shelf Registration and consummate the exchange at the office of The Bank of New York Mellon (Luxembourg) S.A., the Paying Agent, Transfer Agent and Listing Agent in Luxembourg, at Aerogolf Center, 0X Xxxxxxxxx, X-0000 Xxxxxxxxxxxxx, Luxembourg, and (D) provide the results of the Exchange Offer or the Shelf Registration, including any increase in the interest rate, to the Luxembourg Stock Exchange and cause such results to be published in a daily newspaper of general circulation in Luxembourg.
Luxembourg Stock Exchange. The Company shall, for the benefit of the Holders, use its best efforts to (A) file an application to list the Exchange Securities and the Shelf Registrable Securities, if any, on the Luxembourg Stock Exchange; (B) inform the Luxembourg Stock Exchange and cause notice to be published in a daily newspaper of general circulation in Luxembourg prior to commencing the Exchange Offer or the Shelf Registration; (C) provide to the Luxembourg Stock Exchange documents relating to the Exchange Offer or Shelf Registration and consummate the exchange at the office of Dexia Banque Internationale a Luxembourg S.A., the paying and transfer agent in Luxembourg, at 69 route x'Xxxx, X-0000 Xxxxxxxxxx, and (D) provide the results of the Exchange Offer or the Shelf Registration, including any increase in the interest rate, to the Luxembourg Stock Exchange and cause such results to be published in a daily newspaper of general circulation in Luxembourg.
Luxembourg Stock Exchange. All provisions contained in the document entitled Underwriting Agreement Standard Provisions (Debt Securities), a copy of which is attached hereto, are incorporated by reference in their entirety herein and shall be deemed to be a part of this Agreement to the same extent as if such provisions had been set forth in full herein, except that (i) if any term defined in such document is otherwise defined herein, the definition set forth herein shall control, (ii) all references in such document to a type of security that is not an Offered Security shall not be deemed to be a part of this Agreement, and (iii) all references in such document to a type of agreement that has not been entered into in connection with the transactions contemplated hereby shall not be deemed to be a part of this Agreement. As evidenced by the Company's countersignature of this Agreement, the Company hereby confirms its engagement of the services of Morgxx Xxxnxxx & Xo. Incorporated as, and Morgxx Xxxnxxx & Xo. Incorporated hereby confirms its agreement with the Company to render services as, a "qualified independent underwriter," within the meaning of Section (b)(15) of Rule 2720 of the Conduct Rules of the National Association of Securities Dealers, Inc., with respect to the offering and sale of the Offered Securities. The Company agrees promptly to reimburse Morgxx Xxxnxxx & Xo. Incorporated for all out-of-pocket expenses, including fees and disbursements of counsel, reasonably incurred in connection with the services to be rendered hereunder as a "qualified independent underwriter."
Luxembourg Stock Exchange. The Company and the Guarantor shall, for the benefit of the Holders, use its reasonable best efforts to (A) file an application to list the Exchange Securities and the Shelf Registrable Securities, if any, on the Luxembourg Stock Exchange; (B) inform the Luxembourg Stock Exchange and cause notice to be published in a daily newspaper of general circulation in Luxembourg prior to commencing the Exchange Offer and/or upon the filing of Shelf Registration; (C) to the extent required by applicable regulation, provide to the Luxembourg Stock Exchange documents relating to the Exchange Offer or Shelf Registration and consummate the exchange at the office of Dexia Banque Internationale a Luxembourg societe anonyme (or any successor thereto if applicable) the listing, paying and transfer agent in Luxembourg and (D) notify the Luxembourg Stock Exchange of the results of the Exchange Offer or the Shelf Registration, including any increase in the interest rate, and to cause such notice to be published in a daily newspaper of general circulation in Luxembourg.
Luxembourg Stock Exchange. The Company and the Guarantor shall, for the benefit of the Holders, use its reasonable best efforts to (A) file an application to list the Exchange Securities and the Shelf Registrable Securities, if any, on the Luxembourg Stock Exchange; (B) inform the Luxembourg Stock Exchange and cause notice to be published in a daily newspaper of general circulation in Luxembourg prior to commencing the Exchange Offer and/or upon the filing of Shelf Registration; (C) to the extent required by applicable regulation, provide to the Luxembourg Stock Exchange documents relating to the Exchange Offer or Shelf Registration and consummate the exchange at the office of the Bank of New York (or any successor thereto if applicable) the listing, paying and transfer agent in Luxembourg and (D) notify the Luxembourg Stock Exchange of the results of the Exchange Offer or the Shelf Registration, including any increase in the interest rate, and to cause such notice to be published in a daily newspaper of general circulation in Luxembourg.
Luxembourg Stock Exchange. Other Principal Terms The purchase price will be payable in immediately available funds on the Closing Date.
Luxembourg Stock Exchange. The Change of Control Offer shall remain open from the time of first distribution to Holders for at least 20 Business Days and until 5:00 p.m., New York City time, on the Change of Control Purchase Date. The notice, which shall govern the terms of the Change of Control Offer, shall include such disclosures as are required by law and shall state:
Luxembourg Stock Exchange. The Asset Sale Offer shall remain open from the time of mailing for at least 20 Business Days and until at least 5:00 p.m., New York City time, on the Asset Sale Purchase Date. The notice, which shall govern the terms of the Asset Sale Offer, shall include such disclosures as are required by law and shall state:
Luxembourg Stock Exchange. If any Class of Notes are listed on the Luxembourg Stock Exchange, the Issuers shall maintain a paying agent and a transfer agent in Luxembourg (the "LUXEMBOURG PAYING AND TRANSFER AGENT") for payments on Notes for so long as the rules of the Luxembourg Stock Exchange shall so require, and the Issuers shall pay the reasonable fees of such Luxembourg Paying and Transfer Agent. The Issuers shall reasonably cooperate with the Indenture Trustee and the Servicer in appointing a successor Luxembourg Paying and Transfer Agent if necessary. The Issuers and the Indenture Trustee hereby appoint Kredietbank S.A. Luxembourgeoise as the initial Luxembourg Paying Agent. Within 5 Business Days after the Closing Date, the Issuers shall provide a copy of their organizational documents, this Indenture, the Servicing Agreement, the Note Purchase Agreement and the Receivables Transfer Agreement to the Luxembourg Paying and Transfer Agent. Within 5 Business Days after they are available, the Issuers will provide copies of all financial statements, if any, to the Luxembourg Paying and Transfer Agent. The Indenture Trustee shall direct the Luxembourg Paying and Transfer Agent to deliver to Noteholders any reports, certificates and statements required to be delivered to the Luxembourg Stock Exchange to be delivered to the related Noteholders. Notwithstanding anything herein to the contrary, the Issuers and the Indenture Trustee acknowledge and agree that under no circumstances may any Class E Notes or any Class F Notes be listed on any exchange including without limitation, the Luxembourg Stock Exchange.
Luxembourg Stock Exchange. In addition, so long as the $NC10 Notes are listed on the Official List of the Luxembourg Stock Exchange, notices that the Issuer is required to publish on a website or a newspaper of general circulation pursuant to Luxembourg Stock Exchange rules shall be made available on the Luxembourg Stock Exchange’s website (xxx.xxxxxx.xx).
