Common use of Maintenance of Office or Agency Clause in Contracts

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 24 contracts

Samples: Indenture (Horsehead Corp), Indenture (Diamondback Energy, Inc.), Indenture (Enflex Corp)

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Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 18 contracts

Samples: Indenture (Laredo Midstream Services, LLC), Indenture (SN Cotulla Assets, LLC), Indenture (Laredo Petroleum - Dallas, Inc.)

Maintenance of Office or Agency. The Company Issuer will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for paymentagency, where Securities of that series the Notes may be surrendered for registration of transfer or exchange, where Securities may be surrendered exchange or for conversion presentation for payment or redemption and where notices and demands to or upon the Company or any Issuer and the Guarantor in respect of the Securities of that series Notes, the Guarantees and this Indenture may be served. As of the date of this Indenture, such office shall be the Corporate Trust Office and, at any other time, at such other address as the Trustee may designate from time to time by notice to the Issuer. The Company Issuer will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agencyagency not designated or appointed by the Trustee. If at any time the Company Issuer shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demandsOffice. The Company Issuer may also from time to time designate co-registrars and one or more other offices or agencies where the Securities of one or more series Notes may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, however that no such designation or rescission shall in any manner relieve the Company Issuer of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company Issuer will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global SecurityThe Issuer hereby initially designates the Trustee as Paying Agent, Note Registrar and Custodian, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office shall be considered as one such office or agency of the Issuer for each of the aforesaid purposes. So long as the Trustee is the Note Registrar, the Trustee agrees to mail (or send by electronic transmission), or cause to be mailed, the notices set forth in Section 7.10 and the third paragraph of Section 7.11. If co-registrars have been appointed in accordance with this Section, the Trustee shall be the Place of Payment where mail such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant notices only to the Applicable Procedures Issuer and the Holders of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this IndentureNotes it can identify from its records.

Appears in 13 contracts

Samples: Indenture (Essex Portfolio Lp), Indenture (Essex Portfolio Lp), Indenture (Essex Portfolio Lp)

Maintenance of Office or Agency. The Company will maintain in each Place of Payment Issuers hereby appoint the Trustee as a Paying Agent for any series of Securities an office payments or agency distributions on the Securities, and appoint the Trustee as Transfer Agent at its applicable Corporate Trust Office as the Issuer’s agent where Securities of that series may be presented or surrendered for payment, where Securities of that series Notes may be surrendered for registration of transfer or exchange, where . The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes and no paying agent shall be appointed in a jurisdiction which subjects payments or distributions on the Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect withholding tax solely as a result of such Paying Agent’s activities. The Issuers shall at all times maintain a duplicate copy of the Securities of that series and this Indenture may be servedRegister at the Corporate Trust Office. The Company will Issuers shall give prompt written notice to the Trustee Trustee, the Rating Agency and the Holders of the location, appointment or termination of any such agent and of the location and any change in the location, location of any such office or agency. If at any time the Company Issuers shall fail to maintain any such required office or agency agency, or shall fail to furnish the Trustee with the address thereof, such presentations, surrenderspresentations and surrenders may be made (subject to the limitations described in the preceding paragraph), notices and demands may be made or served on the Issuers, and Notes may be presented and surrendered for payment to the Trustee at the Corporate Trust Office of the Trusteeits main office, and the Company and each Guarantor Issuers hereby appoints appoint the Trustee same as its agent to receive all such respective presentations, surrenders, notices and demands. The Company may also from Issuers shall maintain and implement administrative and operating procedures reasonably necessary in the performance of their obligations hereunder, and the Issuer shall keep and maintain or cause the Administrator to keep or maintain at all times, or cause to be kept and maintained at all times in the Cayman Islands, all documents, books, records, accounts and other information as are required under the laws of the Cayman Islands. The Issuers shall maintain an Issuers’ Notice Agent at all times. If at any time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation Issuers fail to maintain an any such required office or agency in each Place the United States, or fail to furnish the Trustee with the address thereof, notices and demands may be served directly on the Issuers. For the avoidance of Payment for Securities of any series for such purposes. The Company will give prompt written notice doubt, notices to the Trustee of any such designation or rescission and of any change in Issuers under the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee Transaction Documents shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this IndentureSection 14.3.

Appears in 12 contracts

Samples: Indenture and Security Agreement (Blue Owl Capital Corp), Indenture and Security Agreement (Blue Owl Technology Finance Corp.), Indenture and Security Agreement (Owl Rock Capital Corp)

Maintenance of Office or Agency. The With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.1, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture. With respect to any Securities that are not in the form of a Global Security, the Company will maintain in each Place the Borough of Payment for any series Manhattan, The City of Securities New York, an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect of the Securities (in this case, without regard to the form of that series the Securities) and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies (in or outside the Borough of Manhattan, the City of New York) where the Securities of one or more series series, notices and other items may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place the Borough of Payment for Securities Manhattan, The City of any series New York for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 10 contracts

Samples: Indenture (Embraer - Empresa Brasileira De Aeronautica S.A.), Indenture (Embraer - Empresa Brasileira De Aeronautica S.A.), Companhia Vale Do Rio Doce

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities of that series may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. Unless otherwise provided in a supplemental indenture or pursuant to Section 301 hereof, the Place of Payment for any series of Securities shall be the Corporate Trust Office of the Trustee. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 10 contracts

Samples: Indenture (Solectron Corp), Indenture (Solectron Corp), Cypress Semiconductor Corp /De/

Maintenance of Office or Agency. The Company will shall maintain in each Place the Borough of Payment for any series Manhattan, The City of Securities New York, an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered exchange or for conversion presentation for payment and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served; and the Guarantor shall maintain in the Borough of Manhattan, The City of New York, an office or any agency where Securities may be presented for payment under the Guarantee endorsed thereon and where notices and demands to or upon the Guarantor in respect of the Securities of that series Guarantee and this Indenture may be served. The Company and the Guarantor hereby initially designate the Corporate Trust Office of the Trustee, located in the Borough of Manhattan, The City of New York, as such office or agency of the Company and the Guarantor. The Company and the Guarantor will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company or the Guarantor shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office address of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demandsset forth in Section 11.02. The Company and the Guarantor will maintain one or more agencies in a city or cities located outside the United States (including any city in a country in which such an agency is required to be maintained under the rules of the SIX Swiss Exchange) where the Securities may be presented for payment or for payment under the Guarantee endorsed thereon, as the case may be. The Company and the Guarantor may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, provided that no such designation or rescission shall in any manner relieve either the Company or the Guarantor of its obligation to maintain an office or agency in each Place the Borough of Payment for Securities Manhattan, The City of any series New York for such purposes. The Company or the Guarantor, as applicable, will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 9 contracts

Samples: Credit Suisse Group Funding (Guernsey) LTD, Credit Suisse Group Funding (Guernsey) LTD, Credit Suisse Group Funding (Guernsey) LTD

Maintenance of Office or Agency. The Company Issuers will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company Issuers or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company Issuers will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Issuers shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company Issuers and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuers may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuers of its their obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company Issuers will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 9 contracts

Samples: Indenture (Genesis Sekco, LLC), Indenture (Genesis Free State Holdings, LLC), Indenture (Western Gas Partners LP)

Maintenance of Office or Agency. The If Securities of a series are issuable only as Registered Securities, the Company will shall maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the same as its agent to receive such respective presentations, surrenders, notices and demands, and the Company hereby appoints Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all of such purposes purposes, and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment accordance with the requirements set forth above for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Securities pursuant to Section 3.01301 with respect to a series of Securities, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Company hereby designates as a Place of Payment for each series of Securities the office or agency of the Company in the Borough of Manhattan, City of New York, New York or such Global Security other place designated for the applicable Security, and initially appoints the Trustee at its Corporate Trust Office as Paying Agent in accordance such city and as its agent to receive all such presentations, surrenders, notices and demands. Unless otherwise specified with respect to any Securities pursuant to Section 301, if and so long as the provisions Securities of this any series (i) are denominated in a Foreign Currency or (ii) may be payable in a Foreign Currency, or so long as it is required under any other provision of the Indenture, then the Company will maintain with respect to each such series of Securities, or as so required, at least one exchange rate agent.

Appears in 8 contracts

Samples: Indenture (Prologis Euro Finance LLC), Indenture (Amb Property Lp), Indenture (Prologis, L.P.)

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for any series of Securities Securities, an office or agency (which may be an office of the Trustee, of the Registrar or of an agent of the Trustee or the Registrar) where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will shall give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.013.1, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, ; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 7 contracts

Samples: Indenture (Mohawk Industries Inc), Indenture (Mohawk Industries Inc), Indenture (Sally Beauty Holdings, Inc.)

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for the Debt Securities of each series, or any series of Securities Tranche thereof, an office or agency where payment of such Debt Securities of that series may shall be presented or surrendered for paymentmade, where Securities of that series may be surrendered for the registration of transfer or exchange, where exchange of such Debt Securities may be surrendered for conversion effected and where notices and demands to or upon the Company or any Guarantor in respect of the such Debt Securities of that series and this Indenture may be served. The Company will shall give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agencyagency and prompt notice to the Holders of any such change in the manner specified in Section 106. If at any time the Company shall fail to maintain any such required office or agency in respect of Debt Securities of any series, or any Tranche thereof, or shall fail to furnish the Trustee with the address thereof, payment of such presentationsDebt Securities shall be made, surrenders, registration of transfer or exchange thereof may be effected and notices and demands in respect thereof may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive for all such presentations, surrenders, notices and demandspurposes in any such event. The Company may also from time to time designate one or more other offices or agencies where with respect to the Debt Securities of one or more series may be presented series, or surrendered any Tranche thereof, for any or all such of the foregoing purposes and may from time to time rescind such designations; provided, however, that that, unless otherwise specified as contemplated by Section 301 with respect to the Debt Securities of such series or Tranche no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency for such purposes in each Place of Payment for such Debt Securities of any series for such purposesin accordance with the requirements set forth above. The Company will shall give prompt written notice to the Trustee Trustee, and prompt notice to the Holders in the manner specified in Section 106, of any such designation or rescission and of any change in the location of any such other office or agency. With respect Anything herein to the contrary notwithstanding, any Global Security, and except as otherwise office or agency required by this Section may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office maintained at an office of the Trustee Company, in which event the Company shall perform all functions to be the Place of Payment where performed at such Global Security may be presented office or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indentureagency.

Appears in 6 contracts

Samples: Devon Financing Trust Ii, Progress Energy Inc, North Carolina Natural Gas Corp

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities of that series that are convertible or exchangeable may be surrendered for conversion or exchange, as applicable, and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agency. If at any time the Company shall fail to maintain any such required office or agency in respect of any series of Securities or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee at its Corporate Trust Office as its agent to receive all such respective presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all of such purposes purposes, and may from time to time rescind such designations; provided, however, however that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment accordance with the requirements set forth above for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Securities pursuant to Section 3.013.01 with respect to a series of Securities, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Company hereby designates as a Place of Payment for each series of Securities the office or agency of the Company in the Borough of Manhattan, The City of New York, and initially appoints the Trustee at its Corporate Trust Office in the Borough of Manhattan, The City of New York as its agent to receive all such Global Security presentations, surrenders, notices and demands. Unless otherwise specified with respect to any Securities pursuant to Section 3.01, if and so long as the Securities of any series (i) are denominated in accordance a currency other than Dollars or (ii) may be payable in a currency other than Dollars, or so long as it is required under any other provision of the Indenture, then the Company will maintain with the provisions respect to each such series of this IndentureSecurities, or as so required, at least one Exchange Rate Agent.

Appears in 6 contracts

Samples: HPS Corporate Lending Fund, FS KKR Capital Corp. II, Barings BDC, Inc.

Maintenance of Office or Agency. The If Securities of a series are issued as Registered Securities, the Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of any such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The demands (provided, however, that the foregoing appointment shall not impose or imply any obligation on the part of the Trustee to maintain any office for any such purposes other than the Corporate Trust Office.) Subject to the preceding paragraphs, the Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as Unless otherwise may be specified for such Global Security as contemplated by Section 3.013.1, the Corporate Trust Office of the Trustee shall be initially serve as Paying Agent. The Paying Agent may make reasonable rules not inconsistent herewith for the Place performance of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indentureits functions.

Appears in 6 contracts

Samples: Indenture (Know Labs, Inc.), Indenture (Akoustis Technologies, Inc.), Indenture (Akoustis, Inc.)

Maintenance of Office or Agency. The Company Corporation will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Corporation in respect of the Securities of that series and this Indenture may be served. The Company Corporation will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Corporation shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor Corporation hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Corporation may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Corporation of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company Corporation will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Successor Securities may be delivered in exchange therefortherefore, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 6 contracts

Samples: Wellcare Health Plans, Inc., Wellcare Health Plans, Inc., Wellcare Health Plans, Inc.

Maintenance of Office or Agency. The Company Issuer will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for paymentagency, where Securities of that series the Notes may be surrendered for registration of transfer or exchange, where Securities may be surrendered exchange or for conversion presentation for payment or redemption and where notices and demands to or upon the Company or any Guarantor Issuer in respect of the Securities of that series Notes and this Indenture may be served. As of the date of this Indenture, such office shall be the Corporate Trust Office and, at any other time, at such other address as the Trustee may designate from time to time by notice to the Issuer. The Company Issuer will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agencyagency not designated or appointed by the Trustee. If at any time the Company Issuer shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office; provided, however, that the Corporate Trust Office of the Trustee, and Trustee shall not be an office or agency of the Company and each Guarantor hereby appoints Issuer for the Trustee as its agent to receive all such presentations, surrenders, notices and demandspurpose of effective service of legal process on the Issuer. The Company Issuer may also from time to time designate co-registrars and one or more other offices or agencies where the Securities of one or more series Notes may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company Issuer will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global SecurityThe Issuer hereby initially designates the Trustee as Paying Agent, Note Registrar and Custodian, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office shall be considered as one such office or agency of the Issuer for each of the aforesaid purposes. So long as the Trustee is the Note Registrar, the Trustee agrees to mail (or send by electronic transmission), or cause to be mailed, the notices set forth in Section 7.10 and the third paragraph of Section 7.11 hereof. If co-registrars have been appointed in accordance with this Section 4.02, the Trustee shall be the Place of Payment where mail such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant notices only to the Applicable Procedures Issuer and the Holders of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this IndentureNotes it can identify from its records.

Appears in 5 contracts

Samples: Indenture (Healthcare Realty Holdings, L.P.), Healthcare Realty Holdings, L.P., Healthcare Realty Holdings, L.P.

Maintenance of Office or Agency. The Company will Issuer shall maintain in each Place of Payment for any series of Securities an office or agency where Securities of that such series may be presented or surrendered for payment, where Securities of that such series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Issuer in respect of the Securities of that such series and this Indenture may be served; provided that no Security Register shall be located in the United Kingdom or Australia. The Company will Issuer shall give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. The Company initially designates the Corporate Trust Office of the Trustee as such office or agency. If at any time the Company Issuer shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor Issuer hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuer may also from time to time time, without the consent of the Holders of the Securities, designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuer of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will Issuer shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 5 contracts

Samples: Indenture (Amcor PLC), Indenture (Amcor Flexibles North America, Inc.), Indenture (Amcor Flexibles North America, Inc.)

Maintenance of Office or Agency. The Company will and the Guarantor shall maintain in each Place of Payment for the Securities of each series, or any series of Securities Tranche thereof, an office or agency where payment of such Securities of that series may shall be presented made or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where exchange of such Securities may be surrendered for conversion effected and where notices and demands to or upon the Company or any the Guarantor in respect of the such Securities of that series and this Indenture may be served. The Company will and the Guarantor shall give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agencyagency and prompt notice to the Holders of any such change in the manner specified in Section 106. If at any time the Company or the Guarantor shall fail to maintain any such required office or agency in respect of Securities of any series, or any Tranche thereof, or shall fail to furnish the Trustee with the address thereof, payment of such presentationsSecurities may be made, surrenders, registration of transfer or exchange thereof may be effected and notices and demands in respect thereby may be made or served at the Corporate Trust Office of the Trustee, and each of the Company and each the Guarantor hereby appoints appoint the Trustee as its agent to receive for all such presentations, surrenders, notices and demandspurposes in any such event. The Company or the Guarantor may also from time to time designate one or more other offices or agencies where with respect to the Securities of one or more series may be presented series, or surrendered any Tranche thereof, for any or all such of the foregoing purposes and may from time to time rescind such designations; provided, however, that that, unless otherwise specified as contemplated by Section 301 with respect to the Securities of such series or Tranche, no such designation or rescission shall in any manner relieve the Company or the Guarantor of its obligation to maintain an office or agency for such purposes in each Place of Payment for such Securities of any series for such purposesin accordance with the requirements set forth above. The Company will and the Guarantor shall give prompt written notice to the Trustee Trustee, and prompt notice to the Holders in the manner specified in Section 106, of any such designation or rescission and of any change in the location of any such other office or agency. With respect Anything herein to the contrary notwithstanding, any Global Security, and except as otherwise office or agency required by this Section may be specified for such Global Security as contemplated by Section 3.01maintained at an office of the Company or the Guarantor or any Affiliate of either of them, in which event the Company, the Corporate Trust Office of Guarantor or such Affiliate, as the Trustee case may be, shall perform all functions to be the Place of Payment where performed at such Global Security may be presented office or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indentureagency.

Appears in 5 contracts

Samples: Pp&l Capital Funding Trust I, Pp&l Capital Funding Inc, Pp&l Capital Funding Inc

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for any series of Securities Securities, an office or agency (which may be an office of the Trustee, of the Registrar or of an agent of the Trustee or the Registrar) where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any the Guarantor in respect of the Securities of that series series, any Guarantee and this Indenture may be served. The Company will shall give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each the Guarantor hereby appoints appoint the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.013.1, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, ; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 5 contracts

Samples: Senior Indenture (Mohawk Industries Inc), Mohawk Capital Luxembourg SA, Mohawk Capital Luxembourg SA

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for the Securities of any series of Securities series, an office or agency where Securities of that such series may be presented or surrendered for payment, where Securities of that such series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that such series and this Indenture may be served; provided, however, that at the option of the Company payment of interest may be made (subject to collection) by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register. With respect to the Securities of any series, such office or agency and each Place of Payment shall be as established as contemplated by Section 3.01. In the absence of establishment as contemplated by Section 3.01 with respect to the Securities of any series, (i) the Place of Payment for such Securities shall be in the city that the Corporate Trust Office shall be in and (ii) such office or agency in such Place of Payment shall initially be the Corporate Trust Office of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of any such office or agency. If , if at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee for the Securities of each series with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the such Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demandsdemands with respect to the Securities of such series. The Company may also from time to time designate one or more other offices or agencies (in or outside the Place of Payment) where the Securities of one or more series may be presented or surrendered for any or all of such purposes specified above, and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenturepurpose.

Appears in 5 contracts

Samples: Indenture (Hotels.com GP, LLC), Expedia, Inc., Citizens Funding Trust IV

Maintenance of Office or Agency. The Company Issuer will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Issuer in respect of the Securities of that series and this Indenture may be served. The Company Issuer will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Issuer shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor Issuer hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuer may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuer of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company Issuer will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.013.1 or in any supplemental indenture, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 5 contracts

Samples: Tortoise North American Energy Corp, Tortoise Energy Capital Corp, Tortoise Energy Infrastructure Corp

Maintenance of Office or Agency. The With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.1, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture. With respect to any Securities that are not in the form of a Global Security, the Company will maintain in each Place the Borough of Payment for any series Manhattan, The City of Securities New York, an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect of the Securities (in this case, without regard to the form of that series the Securities) and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies (in or outside the Borough of Manhattan, The City of New York) where the Securities of one or more series series, notices and other items may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place the Borough of Payment for Securities Manhattan, The City of any series New York for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 5 contracts

Samples: Vale Overseas LTD, Vale Overseas LTD, Vale Overseas LTD

Maintenance of Office or Agency. The Company will and the Guarantor shall maintain in each Place of Payment for the Securities of each series, or any series of Securities Tranche thereof, an office or agency where payment of such Securities of that series may shall be presented or surrendered for paymentmade, where Securities of that series may be surrendered for the registration of transfer or exchange, where exchange of such Securities may be surrendered for conversion effected and where notices and demands to or upon the Company or any the Guarantor in respect of the such Securities of that series and this Indenture may be served. The Company will and the Guarantor shall give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agencyagency and prompt notice to the Holders of any such change in the manner specified in Section 106. If at any time the Company or the Guarantor shall fail to maintain any such required office or agency in respect of Securities of any series, or any Tranche thereof, or shall fail to furnish the Trustee with the address thereof, payment of such presentationsSecurities shall be made, surrenders, registration of transfer or exchange thereof may be effected and notices and demands in respect thereof may be made or served at the Corporate Trust Office of the Trustee, and each of the Company and each the Guarantor hereby appoints appoint the Trustee as its agent to receive for all such presentations, surrenders, notices and demandspurposes in any such event. The Company or the Guarantor may also from time to time designate one or more other offices or agencies where with respect to the Securities of one or more series may be presented series, or surrendered any Tranche thereof, for any or all such of the foregoing purposes and may from time to time rescind such designations; provided, however, that that, unless otherwise specified as contemplated by Section 301 with respect to the Securities of such series or Tranche, no such designation or rescission shall in any manner relieve the Company or the Guarantor of its obligation to maintain an office or agency for such purposes in each Place of Payment for such Securities of any series for such purposesin accordance with the requirements set forth above. The Company will and the Guarantor shall give prompt written notice to the Trustee Trustee, and prompt notice to the Holders in the manner specified in Section 106, of any such designation or rescission and of any change in the location of any such other office or agency. With respect Anything herein to any Global Securitythe contrary notwithstanding, and except as unless otherwise may be specified for such Global Security as contemplated by Section 3.01301 for Securities of any series, any office or agency required by this Section may be maintained at an office of the Company or the Guarantor or any Affiliate of either of them, in which event the Company, the Corporate Trust Office of Guarantor or such Affiliate, as the Trustee case may be, shall perform all functions to be the Place of Payment where performed at such Global Security may be presented office or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indentureagency.

Appears in 4 contracts

Samples: Txu Europe Funding I L P, Txu Europe Funding I L P, Texas Utilities Co /Tx/

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices presentations and demands surrenders may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, presentations and surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency; provided however, that no service of legal process on the Company may be made at any office of the Trustee. With Except as otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security a series of Securities as contemplated by Section 3.01, the Company hereby initially designates as the Place of Payment for each series of Securities to be the Corporate Trust Office of the Trustee, and initially appoints the Trustee shall be as Paying Agent at its office at 0000 Xxxxx Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxx 00000, as the Place of Payment where Company’s office or agency for each such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered purpose in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenturecity.

Appears in 4 contracts

Samples: Indenture (Financial Institutions Inc), Indenture (Financial Institutions Inc), Indenture (Financial Institutions Inc)

Maintenance of Office or Agency. The Company will maintain in each Place the Borough of Payment for any series Manhattan, City of Securities New York, an office or agency (which may be an office of the Trustee, the Registrar or the Paying Agent) where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. Unless otherwise designated by the Company by written notice to the Trustee, such office or agency shall be the office of the agent of the Trustee in the City of New York which, on the date hereof, is located at __________________________ , Attention:__________________. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, Trustee and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies (in or outside the City of New York) where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place the Borough of Payment for Securities Manhattan, City of any series New York, for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 4 contracts

Samples: Abraxas Petroleum (Abraxas Petroleum Corp), Indenture (GMX Resources Inc), Indenture (Abraxas Petroleum Corp)

Maintenance of Office or Agency. The With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.1, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture. With respect to any Securities that are not in the form of a Global Security, the Company will maintain in each Place the Borough of Payment for any series Manhattan, The City of Securities New York, New York, an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect of the Securities (in this case, without regard to the form of that series the Securities) and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies (in or outside the Borough of Manhattan, The City of New York, New York) where the Securities of one or more series series, notices and other items may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place the Borough of Payment for Securities Manhattan, The City of any series New York, New York, for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 4 contracts

Samples: Indenture (Embraer S.A.), Indenture (Embraer S.A.), Embraer Netherlands Finance B.V.

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, ; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 4 contracts

Samples: Indenture (Diamondback Energy O&G LLC), Indenture (Diamondback Energy, Inc.), Indenture (Diamondback Energy E&P LLC)

Maintenance of Office or Agency. The Company will maintain in each Place the United States of Payment America an office or agency for any series of Securities an office or agency where such Securities of that series may be presented or surrendered for payment, where where, if applicable, the Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The designated corporate trust office of the Trustee at the address of the Trustee specified in Section 12.2 hereof, or such other address as the Trustee may designate from time to time by notice to the Holders and the Company, or the designated corporate trust office of any successor Trustee, or such other address as such successor Trustee may designate from time to time by notice to the Holders and the Company (the “Corporate Trust Office”) shall be such office or agency of the Company, unless the Company shall designate and maintain some other office or agency for one or more of such purposes. The Company will give prompt written notice to the Trustee of the location, and any change in the location, location of any such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind any such designationsdesignation; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place the United States of Payment for Securities of any series America for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 4 contracts

Samples: Indenture (Cowen Group, Inc.), Indenture (General Finance CORP), Indenture (Cowen Group, Inc.)

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company [if applicable, insert – or any Guarantor Guarantor] in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company [if applicable, insert – and each Guarantor Guarantor] hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 4 contracts

Samples: Indenture (Beta Operating Company, LLC), Indenture (Beta Operating Company, LLC), EP Energy LLC

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that such series may be presented or surrendered for payment, where Securities of that such series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion conversion, and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that such series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the . The Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, ; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 4 contracts

Samples: Indenture (KKR & Co. Inc.), Indenture (Carlyle Group L.P.), Indenture (Carlyle Group L.P.)

Maintenance of Office or Agency. The Company will maintain an office or agency in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and of any change in the location, of such office or agency. If at any time the Company shall fail to maintain such office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the principal Corporate Trust Office of the Trustee, and the Company hereby appoints the Trustee its agent to receive all such presentations, surrenders, notices and demands. [The Guarantor will maintain an office or agency in each Place of Payment where Securities to which the Guarantee applies may be presented or surrendered for payment pursuant to the Guarantee and where notices and demands to or upon the Guarantor in respect of the Guarantee and this Indenture may be served. The Guarantor will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Guarantor shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices surrenders and demands may be made or served at the Principal Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices surrenders and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.]

Appears in 4 contracts

Samples: Fund American Co Inc/New, Fund American Co Inc/New, Fund American Co Inc/New

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for the Securities of each series, or any series of Securities Tranche thereof, an office or agency where payment of such Securities of that series may shall be presented or surrendered for paymentmade, where Securities of that series may be surrendered for the registration of transfer or exchange, where exchange of such Securities may be surrendered for conversion effected and where notices and demands to or upon the Company or any Guarantor in respect of the such Securities of that series and this Indenture may be served. The Company will shall give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agencyagency and prompt notice to the Holders of any such change in the manner specified in Section 108. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, then payment of such presentationsSecurities shall be made, surrenders, registration of transfer or exchange thereof may be effected and notices and demands in respect of such Securities and this Indenture may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive for all such presentations, surrenders, notices and demandspurposes in any such event. The Company may also from time to time designate one or more other offices or agencies where with respect to the Securities of one or more series may be presented series, or surrendered any Tranche thereof, for any or all such of the foregoing purposes and may from time to time rescind such designations; provided, however, that that, unless otherwise specified as contemplated by Section 301 with respect to the Securities of such series or Tranche, no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency for such purposes in each Place of Payment for such Securities of any series for such purposesin accordance with the requirements set forth above. The Company will shall give prompt written notice to the Trustee Trustee, and prompt notice to the Holders in the manner specified in Section 108, of any such designation or rescission and of any change in the location of any such other office or agency. With respect Anything herein to the contrary notwithstanding, any Global Security, and except as otherwise office or agency required by this Section may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office maintained at an office of the Trustee shall be the Place of Payment where such Global Security may be presented Company or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures an Affiliate of the Depositary for Company, in which event the Company or such Global Security Affiliate shall perform all functions to be deemed to have been effected performed at the Place of Payment for such Global Security in accordance with the provisions of this Indentureoffice or agency.

Appears in 4 contracts

Samples: Security Agreement (Entergy Texas, Inc.), Oncor Electric Delivery Co, Mdu Resources Group Inc

Maintenance of Office or Agency. The Company will maintain in each Place the Borough of Payment for any series Manhattan, the City of Securities New York or at the Corporate Trust Office, an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series Notes may be surrendered for registration of transfer or exchange, where Securities may be surrendered exchange or for conversion presentation for payment and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series Notes and this the Indenture may be served. The Company hereby initially designates the Corporate Trust Office as such office of the Company. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail fails to maintain any such required office or agency or shall fail fails to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of to the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series Notes may be surrendered or presented or surrendered for any or all of such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of place where principal of, and interest on, any series for such purposesNotes are payable. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global SecurityThe Company has initially appointed the Paying and Transfer Agent and Registrar listed in Exhibit I, and except each of the Paying and Transfer Agent and Registrar listed thereon has accepted such appointment. So long as otherwise any of the Notes remain Outstanding, the Subsidiary Guarantors will maintain in the City of New York or the Corporate Trust Office, and each other place where principal of, and interest on, any Notes is payable an office or agency where notices and demands to or upon the Subsidiary Guarantors in respect of the Notes, the Subsidiary Guarantee or this Indenture may be specified for such Global Security as contemplated by Section 3.01, served. The Subsidiary Guarantors hereby initially designates the Corporate Trust Office as the office or agency for each such purpose. In case the Subsidiary Guarantors shall fail to maintain any such office or agency or shall fail to give notice of the Trustee shall be location or of any change in the Place of Payment where such Global Security location thereof, presentations and demands may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities made and notices may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected served at the Place of Payment for such Global Security in accordance with the provisions of this IndentureCorporate Trust Office.

Appears in 4 contracts

Samples: Indenture (Emerald Plantation Holdings LTD), cfcanada.fticonsulting.com, www.emeraldplantationholdings.com

Maintenance of Office or Agency. The Company Corporation will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities of that series that are convertible or exchangeable may be surrendered for conversion or exchange, as applicable, and where notices and demands to or upon the Company or any Guarantor Corporation in respect of the Securities of that series and this Indenture may be served. The Company Corporation will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Corporation shall fail to maintain any such required office or agency or shall fail to furnish in writing the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Corporation may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind any such designationsdesignation; provided, however, that no such designation or rescission shall in any manner relieve the Company Corporation of its obligation to maintain an office or agency in each Place of Payment accordance with the requirements set forth above for Securities of any series for such purposes. The Company Corporation will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security Securities as contemplated by Section 3.01301 with respect to a series of Securities, the Corporation hereby designates as a Place of Payment for each series of Securities the Corporate Trust Office in New York, New York and initially appoints the Trustee at its Corporate Trust Office as Paying Agent in such city and as its agent to receive all such presentations, surrenders, notices and demands. Unless otherwise specified with respect to any Securities pursuant to Section 301, if and so long as the Securities of any series (i) are denominated in a Currency other than Dollars or (ii) may be payable in a Currency other than Dollars, or so long as it is required under any other provision of the Trustee shall be Indenture, then the Place Corporation will maintain with respect to each such series of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchangeSecurities, or where successor Securities may be delivered in exchange thereforas so required, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indentureleast one Exchange Rate Agent.

Appears in 4 contracts

Samples: Indenture (Encana Corp), Indenture (Ovintiv Inc.), Indenture (Cenovus Energy Inc.)

Maintenance of Office or Agency. The Company Issuer will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Issuer in respect of the Securities of that series and this Indenture may be served. The Company Issuer will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Issuer shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor Issuer hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuer may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuer of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company Issuer will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301 or in any supplemental indenture, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 4 contracts

Samples: Energy Income & Growth Fund, Nuveen Tax Advantaged Total Return Strategy Fund, Energy Income & Growth Fund

Maintenance of Office or Agency. The Company will Issuers shall maintain in each Place of Payment for any series of Securities an office or agency (which may be an office of the Trustee or an affiliate of the Trustee) in New York, New York where Securities of that series Notes may be presented or surrendered for payment, payment and they shall maintain an office or agency (which may be an office of the Trustee or an affiliate of the Trustee) where Securities of that series Notes may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Issuers in respect of the Securities of that series Notes and this Indenture may be served. The Company will Issuers shall give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Issuers shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuers may also from time to time designate one or more other offices or agencies where the Securities of one or more series Notes may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided. Further, however, that if at any time there shall be no such designation office or rescission agency in the City of New York where the Notes may be presented or surrendered for payment, the Issuers shall in any manner relieve the Company of its obligation to forthwith designate and maintain such an office or agency in each Place the City of Payment for Securities New York, in order that the Notes shall at all times be payable in the City of any series for such purposesNew York. The Company will Issuers shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. The Issuers hereby designate the Corporate Trust Office of the Trustee as one such office or agency of the Company in accordance with Section 2.03. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01Notes, the Corporate Trust Office of the Trustee shall be the Place of Payment office or agency where such Global Security Notes may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities Notes may be delivered in exchange therefor, ; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security Depository shall be deemed to have been effected at the Place of Payment for such Global Security office or agency in accordance with the provisions of this Indenture.

Appears in 4 contracts

Samples: Supplemental Indenture (Linn Energy, LLC), Indenture (Linn Energy, LLC), Indenture (Linn Energy, LLC)

Maintenance of Office or Agency. The Company will maintain in each Place of Payment Issuer hereby appoints the Trustee as a Paying Agent for any series of Securities an office payments or agency distributions on the Securities, and appoint the Trustee as Transfer Agent at its applicable Corporate Trust Office as the Issuer’s agent where Securities of that series may be presented or surrendered for payment, where Securities of that series Notes may be surrendered for registration of transfer or exchange, where . The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes and no paying agent shall be appointed in a jurisdiction which subjects payments or distributions on the Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect withholding tax solely as a result of such Paying Agent’s activities. The Issuer shall at all times maintain a duplicate copy of the Securities of that series and this Indenture may be servedRegister at the Corporate Trust Office. The Company will Issuer shall give prompt written notice to the Trustee Trustee, the Rating Agency and the Holders of the location, appointment or termination of any such agent and of the location and any change in the location, location of any such office or agency. If at any time the Company Issuer shall fail to maintain any such required office or agency agency, or shall fail to furnish the Trustee with the address thereof, such presentations, surrenderspresentations and surrenders may be made (subject to the limitations described in the preceding paragraph), notices and demands may be made or served on the Issuer, and Notes may be presented and surrendered for payment to the Trustee at the Corporate Trust Office of the Trusteeits main office, and the Company and each Guarantor Issuer hereby appoints the Trustee same as its agent to receive all such respective presentations, surrenders, notices and demands. The Company may also from Issuer shall maintain and implement administrative and operating procedures reasonably necessary in the performance of their obligations hereunder, and the Issuer shall keep and maintain or cause its Independent manager or to keep or maintain at all times, or cause to be kept and maintained at all times in the State of Delaware, all documents, books, records, accounts and other information as are required under the laws of the State of Delaware. The Issuer shall maintain an Issuer’s Notice Agent at all times. If at any time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation Issuer fails to maintain an any such required office or agency in each Place the United States, or fail to furnish the Trustee with the address thereof, notices and demands may be served directly on the Issuer. For the avoidance of Payment for Securities of any series for such purposes. The Company will give prompt written notice doubt, notices to the Trustee of any such designation or rescission and of any change in Issuer under the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee Transaction Documents shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this IndentureSection 14.3.

Appears in 4 contracts

Samples: Indenture and Security Agreement (Blue Owl Capital Corp II), Indenture and Security Agreement (Blue Owl Credit Income Corp.), Indenture (Blue Owl Credit Income Corp.)

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities the continental United States, an office or agency where Securities of that series (which may be presented an office of the Trustee or surrendered for payment, an affiliate of the Trustee or Registrar) where Securities of that series Notes may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series Notes and this Indenture may be servedmade. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail fails to maintain any such required office or agency or shall fail fails to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and ; provided that the Corporate Trust Office of the Trustee shall not be an office or agency of the Company and each Guarantor hereby appoints for the Trustee as its agent to receive all such presentations, surrenders, notices and demandspurpose of service of legal process against the Company or any Guarantor. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series Notes may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall will in any manner relieve the Company of its obligation under Section 2.03 to maintain an office or agency in each Place the Borough of Payment Manhattan, the City of New York where any Definitive Notes may be presented or surrendered for Securities of any series for such purposespayment. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect The Company hereby designates the Corporate Trust Office of the Trustee as one such office or agency of the Company in accordance with Section 2.03 hereof. In case the Company shall fail to maintain any Global Securitysuch office or agency or shall fail to give such notice of the location or of any change in the location thereof, such surrenders, presentations, notices and demands may be made at the designated Corporate Trust Office of the Trustee, and except as otherwise may be specified for the Company hereby appoints the Trustee its agent to receive at the aforesaid office all such Global Security as contemplated by Section 3.01surrenders, presentations, notices and demands; provided that the Corporate Trust Office of the Trustee shall not be the Place of Payment where such Global Security may be presented an office or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures agency of the Depositary Company for such Global Security shall be deemed to have been effected at the Place purpose of Payment for such Global Security in accordance with service of legal process against the provisions of this IndentureCompany or any Guarantor.

Appears in 4 contracts

Samples: Intercreditor Agreement (W&t Offshore Inc), Intercreditor Agreement (W&t Offshore Inc), Intercreditor Agreement (W&t Offshore Inc)

Maintenance of Office or Agency. The Company Corporation and the Guarantor will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company Corporation or any the Guarantor in respect of the Securities of that series and this Indenture may be served. The Company Corporation and the Guarantor will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Corporation or the Guarantor shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company Corporation and each the Guarantor hereby appoints appoint the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Corporation or the Guarantor may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Corporation or the Guarantor of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company Corporation and the Guarantor will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect Unless otherwise provided in or pursuant to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301 of this Indenture, the Corporate Trust Office of Corporation and the Trustee shall be the Guarantor hereby designate as a Place of Payment where such Global Security may be presented for each series of Securities the Borough of Manhattan, The City of New York, and initially appoint the office of U.S. Bank Trust National Association in the Borough of Manhattan, The City of New York, as its office or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered agency in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenturepurpose.

Appears in 3 contracts

Samples: Sempra Energy, Sempra Energy Global Enterprises, Sempra Energy Global Enterprises

Maintenance of Office or Agency. The Company Issuer will maintain in each Place of Payment for any series of Securities the continental United States, an office or agency where Securities of that series (which may be presented an office of the Trustee or surrendered for payment, an affiliate of the Trustee or Registrar) where Securities of that series Notes may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Issuer in respect of the Securities of that series Notes and this Indenture may be served. The Company Issuer will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail Issuer fails to maintain any such required office or agency or shall fail fails to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuer may also from time to time designate one or more other offices or agencies where the Securities of one or more series Notes may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall will in any manner relieve the Company Issuer of its obligation under Section 2.03 hereof to maintain an office or agency in each Place the Borough of Payment Manhattan, the City of New York where any Definitive Notes may be presented or surrendered for Securities of any series for such purposespayment. The Company Issuer will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, The Issuer hereby designates the Corporate Trust Office of the Trustee shall be the Place of Payment where as one such Global Security may be presented office or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures agency of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security Issuer in accordance with Section 2.03 hereof. In case the provisions Issuer shall fail to maintain any such office or agency or shall fail to give such notice of this Indenturethe location or of any change in the location thereof, such surrenders, presentations and demands may be made and notices may be served at the designated Corporate Trust Office of the Trustee, and the Issuer hereby appoints the Trustee its agent to receive at the aforesaid office all such surrenders, presentations, notices and demands.

Appears in 3 contracts

Samples: Indenture (Walter Energy, Inc.), Indenture (Walter Energy, Inc.), Indenture (Walter Energy, Inc.)

Maintenance of Office or Agency. The Company If Securities of a series are issuable as Registered Securities, the Issuer will maintain in the Borough of Manhattan, The City of New York, and in each Place of Payment for any that series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, and an office or agency where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in Issuer with respect of to the Securities of that series and this Subordinated Indenture may be served. The Company Issuer will give prompt written notice to the Subordinated Trustee for the Securities of that series of the location, and any change in the location, of any such office or agency. If at any time the Company Issuer shall fail to maintain any such required office or agency in respect of any series of Securities or shall fail to furnish the Subordinated Trustee for the Securities of that series with the address thereof, such presentations, surrenders, presentations (to the extent permitted by law) and surrenders of Securities of that series may be made and notices and demands may be made or served at the Corporate Trust Office of the such Subordinated Trustee, and the Company and each Guarantor Issuer hereby appoints the such Subordinated Trustee as its agent to receive all such respective presentations, surrenders, notices and demands. The Company Issuer may also from time to time designate one or more other offices or agencies (in or outside a Place of Payment) where the Securities of one or more series may be presented or surrendered for any or all such of the purposes specified above in this Section and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuer of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposespurpose. The Company Issuer will give prompt written notice to the Subordinated Trustee for the Securities of each series so affected of any such designation or rescission and of any change in the location of any such other office or agency. With respect Unless otherwise specified pursuant to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, if and so long as the Corporate Trust Office Securities of any series (i) are denominated in a currency other than Dollars or (ii) may be payable in a currency other than Dollars, or so long as it is required under any other provision of the Trustee shall be Subordinated Indenture, then the Place Issuer will maintain with respect to each such series of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchangeSecurities, or where successor Securities may be delivered in exchange thereforas so required, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenturea Currency Determination Agent.

Appears in 3 contracts

Samples: Prudential Subordinated Indenture (Prudential PLC), Prudential Subordinated Indenture (Prudential PLC), Indenture (Prudential PLC)

Maintenance of Office or Agency. The Company will maintain cause to be maintained in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. With respect to the Securities of any series such office or agency and each place of Payment shall be as specified as contemplated in Section 301. In the absence of any such provisions with respect to the Securities of any series (i) the place of payment for such securities shall be the Borough of Manhattan, City of New York, New York, and (ii) such office or agency in such Place of Payment shall be the Corporate Trust Office of the Trustee therein. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies (in or outside the Borough of Manhattan, City of New York, New York) where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 3 contracts

Samples: Indenture (PHH Corp), PHH Corp, PHH Corp

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 3 contracts

Samples: Indenture (CNH Industrial Capital LLC), New Holland Credit Company, LLC, CNH Industrial Capital LLC

Maintenance of Office or Agency. The Company will Issuer shall maintain in each Place of Payment for any such series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Issuer and the Guarantor in respect of the Securities of that series and this Indenture may be served. The Company Issuer will give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agency. If at any time the Company Issuer shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the TrusteeOffice, and the Company and each Guarantor Issuer hereby appoints the Trustee same as its agent to receive all such respective presentations, surrenders, notices and demands. The Company Issuer may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all of such purposes purposes, and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuer of its obligation to maintain an office or agency in each Place of Payment accordance with the requirements set forth above for Securities of any series for such purposes. The Company Issuer will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Securities pursuant to Section 3.01301 with respect to a series of Securities, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Issuer hereby designates as a Place of Payment for each series of Securities the Corporate Trust Office, and initially appoints the Trustee at its Corporate Trust Office as Paying Agent and as its agent to receive all such Global Security presentations, surrenders, notices and demands. Unless otherwise specified with respect to any Securities pursuant to Section 301, if and so long as the Securities of any series (1) are denominated in a Foreign Currency or (2) may be payable in a Foreign Currency, or so long as it is required under any other provision of this Indenture, then the Issuer will maintain with respect to each such series of Securities, or as so required, at least one exchange rate agent. So long as the Trustee is the Securities Registrar, the Trustee agrees to mail, or cause to be mailed, the notices set forth in Section 608(6). If co-registrars have been appointed in accordance with this Section, the provisions Trustee shall mail such notices only to the Issuer and the Holders of this IndentureOutstanding Securities it can identify from its records.

Appears in 3 contracts

Samples: Indenture (Columbia Property Trust Operating Partnership, L.P.), Columbia Property Trust, Inc., Americold Realty Operating Partnership, L.P.

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that such series may be presented or surrendered for payment, where Securities of that such series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion conversion, and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that such series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the . The Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.013.1, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, ; and such Place of Payment with respect to a Global Security shall be at the Corporate Trust Office of the Trustee; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 3 contracts

Samples: Indenture (Chevron Corp), Indenture (Chevron Usa Inc), Indenture (Chevron Corp)

Maintenance of Office or Agency. The Company will Issuers shall maintain in each Place of Payment for any series of Securities an office or agency (which may be an office of the Trustee or an affiliate of the Trustee) where Securities of that a series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or for exchange, and, with respect to any series of Securities that is convertible in accordance with the applicable provisions of such Securities, where Securities of such series may be surrendered presented for conversion conversion, and where notices and demands to or upon the Company or any Guarantor Issuers in respect of the Securities of that series and this Indenture may be served. The Company will Issuers shall give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Issuers shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuers may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided. Further, however, that if at any time there shall be no such designation office or rescission agency in the City of New York where the Securities of that series may be presented or surrendered for payment, the Issuers shall in any manner relieve the Company of its obligation to forthwith designate and maintain such an office or agency in each Place the City of Payment for New York, in order that the Securities of any that series for such purposesshall at all times be payable in the City of New York. The Company will Issuers shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Except as otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security a series of Securities as contemplated by Section 3.012.03, the Issuers hereby designate the Corporate Trust Office of the Trustee shall be as one such office or agency of the Place Company in accordance with Section 2.03. In addition, the Issuers hereby designate the office of Payment the Trustee in the City of New York, which is located at 000 Xxxxxxx Xxxxxx, New York, NY 10286 on the date hereof, as an additional place where such Global Security Securities of any series may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 3 contracts

Samples: Indenture (Chesapeake MLP Operating LLC), Access Permian Midstream LLC, Access Midstream Partners Lp

Maintenance of Office or Agency. The Company will maintain in each Place The City of Payment for any series of Securities New York, an office or agency where the Securities of that series may be presented or surrendered for payment, where where, if applicable, the Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The principal corporate trust office of the Trustee, or if the Trustee's principal corporate trust office is not located in The City of New York, any other office or agency maintained by the Trustee in The City of New York (the "Corporate Trust Office"), shall be such office or agency of the Company, unless the Company shall designate and maintain some other office or agency for one or more of such purposes. The Company will give prompt written notice to the Trustee of the location, and any change in the location, location of any such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies (in or outside of The City of New York) where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind any such designationsdesignation; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place The City of Payment for Securities of any series New York for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 3 contracts

Samples: Triton Energy LTD, Jiffy Lube International Inc, Russell Corp

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities of that series that are convertible or exchangeable may be surrendered for conversion or exchange, as applicable, and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agency. If at any time the Company shall fail to maintain any such required office or agency in respect of any series of Securities or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee at its Corporate Trust Office as its agent to receive all such respective presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all of such purposes purposes, and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment accordance with the requirements set forth above for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Securities pursuant to Section 3.01301 with respect to a series of Securities, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Company hereby designates as a Place of Payment for each series of Securities the office or agency of the Company in the Borough of Manhattan, The City of New York, and initially appoints the Trustee at its Corporate Trust Office in the Borough of Manhattan, The City of New York as its agent to receive all such Global Security presentations, surrenders, notices and demands. Unless otherwise specified with respect to any Securities pursuant to Section 301, if and so long as the Securities of any series (i) are denominated in accordance a currency other than Dollars or (ii) may be payable in a currency other than Dollars, or so long as it is required under any other provision of the Indenture, then the Company will maintain with the provisions respect to each such series of this IndentureSecurities, or as so required, at least one Exchange Rate Agent.

Appears in 3 contracts

Samples: Indenture (FS Investment CORP), Indenture (Terra Property Trust, Inc.), Indenture (Terra Property Trust, Inc.)

Maintenance of Office or Agency. The Company will and the Guarantor shall maintain in each Place of Payment for the Securities of each series, or any series of Securities Tranche thereof, an office or agency where payment of such Securities of that series may shall be presented or surrendered for paymentmade, where Securities of that series may be surrendered for the registration of transfer or exchange, where exchange of such Securities may be surrendered for conversion effected and where notices and demands to or upon the Company or any the Guarantor in respect of the such Securities of that series and this Indenture may be served. The Company will and the Guarantor shall give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agencyagency and prompt notice to the Holders of any such change in the manner specified in Section 106. If at any time the Company or the Guarantor shall fail to maintain any such required office or agency in respect of Securities of any series, or any Tranche thereof, or shall fail to furnish the Trustee with the address thereof, payment of such presentationsSecurities shall be made, surrenders, registration of transfer or exchange thereof may be effected and notices and demands in respect thereof may be made or served at the Corporate Trust Office of the Trustee, and each of the Company and each the Guarantor hereby appoints appoint the Trustee as its agent to receive for all such presentations, surrenders, notices and demandspurposes in any such event. The Company or the Guarantor may also from time to time designate one or more other offices or agencies where with respect to the Securities of one or more series may be presented series, or surrendered any Tranche thereof, for any or all such of the foregoing purposes and may from time to time rescind such designations; provided, however, that that, unless otherwise specified as contemplated by Section 301 with respect to the Securities of such series or Tranche, no such designation or rescission shall in any manner relieve the Company or the Guarantor of its obligation to maintain an office or agency for such purposes in each Place of Payment for such Securities of any series for such purposesin accordance with the requirements set forth above. The Company will and the Guarantor shall give prompt written notice to the Trustee Trustee, and prompt notice to the Holders in the manner specified in Section 106, of any such designation or rescission and of any change in the location of any such other office or agency. With respect Anything herein to the contrary notwithstanding, any Global Security, and except as otherwise office or agency required by this Section may be specified for such Global Security as contemplated by Section 3.01maintained at an office of the Company or the Guarantor of any Affiliate of either of them, in which event the Company, the Corporate Trust Office of Guarantor or such Affiliate, as the Trustee case may be, shall perform all functions to be the Place of Payment where performed at such Global Security may be presented office or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indentureagency.

Appears in 3 contracts

Samples: Indenture (Txu Europe Funding I L P), Indenture (Txu Eastern Holdongs LTD), Txu Europe Funding I L P

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that such series may be presented or surrendered for payment, where Securities of that such series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect of this Indenture and the Securities of that such series and this Indenture may be servedserved (other than the type contemplated by Section 112). The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the . The Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, ; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 3 contracts

Samples: Indenture (Royalty Pharma PLC), Indenture (Royalty Pharma PLC), Subordinated Indenture (Royalty Pharma Holdings Ltd.)

Maintenance of Office or Agency. The Company will maintain in each Place of Payment Issuer hereby appoints the Collateral Trustee as a Paying Agent for any series of Securities an office payments or agency distributions on the Securities, and appoint the Collateral Trustee as Transfer Agent at its applicable Corporate Trust Office as the Issuer’s agent where Securities of that series may be presented or surrendered for payment, where Securities of that series Notes may be surrendered for registration of transfer or exchange, where . The Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes and no paying agent shall be appointed in a jurisdiction which subjects payments or distributions on the Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect withholding tax solely as a result of such Paying Agent’s activities. The Issuer shall at all times maintain a duplicate copy of the Securities of that series and this Indenture may be servedRegister at the Corporate Trust Office. The Company will Issuer shall give prompt written notice to the Trustee Collateral Trustee, the Rating Agency and the Holders of the location, appointment or termination of any such agent and of the location and any change in the location, location of any such office or agency. If at any time the Company Issuer shall fail to maintain any such required office or agency agency, or shall fail to furnish the Collateral Trustee with the address thereof, such presentations, surrenderspresentations and surrenders may be made (subject to the limitations described in the preceding paragraph), notices and demands may be made or served on the Issuer, and Notes may be presented and surrendered for payment to the Collateral Trustee at the Corporate Trust Office of the Trusteeits main office, and the Company and each Guarantor Issuer hereby appoints the Trustee same as its agent to receive all such respective presentations, surrenders, notices and demands. The Company may also from Issuer shall maintain and implement administrative and operating procedures reasonably necessary in the performance of their obligations hereunder, and the Issuer shall keep and maintain or cause its Independent manager or to keep or maintain at all times, or cause to be kept and maintained at all times in the State of Delaware, all documents, books, records, accounts and other information as are required under the laws of the State of Delaware. The Issuer shall maintain an Issuer’s Notice Agent at all times. If at any time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation Issuer fails to maintain an any such required office or agency in each Place the United States, or fail to furnish the Collateral Trustee with the address thereof, notices and demands may be served directly on the Issuer. For the avoidance of Payment for Securities of any series for such purposes. The Company will give prompt written notice doubt, notices to the Trustee of any such designation or rescission and of any change in Issuer under the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee Transaction Documents shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this IndentureSection 14.3.

Appears in 3 contracts

Samples: Indenture and Security Agreement (Owl Rock Core Income Corp.), Indenture and Security Agreement (Owl Rock Capital Corp), Indenture and Security Agreement (Owl Rock Core Income Corp.)

Maintenance of Office or Agency. The Company will Issuer shall maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities of that series that are convertible or exchangeable may be surrendered for conversion or exchange, as applicable, and where notices and demands to or upon the Company or any Guarantor Issuer in respect of the Securities of that series and this Indenture may be served. The Company Issuer will give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agency. If at any time the Company Issuer shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the TrusteeTrustee and the Issuer hereby appoints the same as its agent to receive such respective presentations, surrenders, notices and demands, and the Company and each Guarantor Issuer hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuer may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all of such purposes purposes, and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuer of its obligation to maintain an office or agency in each Place of Payment accordance with the requirements set forth above for Securities of any series for such purposes. The Company Issuer will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Securities pursuant to Section 3.01301 with respect to a series of Securities, the Issuer hereby designates as Places of Payment for each series of Securities New York, New York and initially appoints the Trustee at its Corporate Trust Office as Paying Agent in such city and as its agent to receive all such presentations, surrenders, notices and demands pertaining to Registered Securities. Unless otherwise specified with respect to any Securities pursuant to Section 301, if and so long as the Securities of any series (i) are denominated in a currency other than Dollars or (ii) may be payable in a currency other than Dollars, or so long as it is required under any other provision of the Trustee shall be Indenture, then the Place Issuer will maintain with respect to each such series of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchangeSecurities, or where successor Securities may be delivered in exchange thereforas so required, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indentureleast one Exchange Rate Agent.

Appears in 3 contracts

Samples: Indenture (Qimonda Finance LLC), Indenture (Qimonda Finance LLC), Indenture (Qimonda Finance LLC)

Maintenance of Office or Agency. The Company Issuers and the Guarantor will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company Issuers or any the Guarantor in respect of the Securities of that series and this Indenture may be served. The Company Issuers and the Guarantor hereby initially appoint the Trustee their office or agency for each of said purposes. The Issuers and the Guarantor will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Issuers or the Guarantor shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and each of the Company Issuers and each the Guarantor hereby appoints appoint the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuers and the Guarantor may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuers or the Guarantor of its their obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company Issuers and the Guarantor will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 3 contracts

Samples: Indenture (Mediacom Capital Corp), Mediacom Capital Corp, Mediacom Capital Corp

Maintenance of Office or Agency. The So long as any Securities of any series remain Outstanding, the Company will maintain in each Place of Payment for any such series of Securities an office or agency (which may be an office of the Trustee or an affiliate of the Trustee) where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. In the event any such notice or demand is so made or served on the Trustee, the Trustee will promptly forward copies thereof to the Company. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of for the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefortherefore, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 3 contracts

Samples: Nextel Communications Inc, Nextel Communications Inc, Nextel Communications Inc

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.013.1, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 3 contracts

Samples: Indenture (Clarksburg Skylark, LLC), Indenture (American Safety Insurance Holdings LTD), Indenture (American Safety Insurance Holdings LTD)

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for the Debt Securities of each series, or any series of Securities Tranche thereof, an office or agency where payment of such Debt Securities of that series may shall be presented or surrendered for paymentmade, where Securities of that series may be surrendered for the registration of transfer or exchange, where exchange of such Debt Securities may be surrendered for conversion effected and where notices and demands to or upon the Company or any Guarantor in respect of the such Debt Securities of that series and this Indenture may be served. The Company will shall give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agencyagency and prompt notice to the Holders of any such change in the manner specified in Section 1.06. If at any time the Company shall fail to maintain any such required office or agency in respect of Debt Securities of any series, or any Tranche thereof, or shall fail to furnish the Trustee with the address thereof, payment of such presentationsDebt Securities shall be made, surrenders, registration of transfer or exchange thereof may be effected and notices and demands in respect thereof may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive for all such presentations, surrenders, notices and demandspurposes in any such event. The Company may also from time to time designate one or more other offices or agencies where with respect to the Debt Securities of one or more series may be presented series, or surrendered any Tranche thereof, for any or all such of the foregoing purposes and may from time to time rescind such designations; provided, however, that that, unless otherwise specified as contemplated by Section 3.01 with respect to the Debt Securities of such series or Tranche no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency for such purposes in each Place of Payment for such Debt Securities of any series for such purposesin accordance with the requirements set forth above. The Company will shall give prompt written notice to the Trustee Trustee, and prompt notice to the Holders in the manner specified in Section 1.06, of any such designation or rescission and of any change in the location of any such other office or agency. With respect Anything herein to the contrary notwithstanding, any Global Security, and except as otherwise office or agency required by this Section may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office maintained at an office of the Trustee Company, in which event the Company shall perform all functions to be the Place of Payment where performed at such Global Security may be presented office or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indentureagency.

Appears in 3 contracts

Samples: Pebblebrook Hotel Trust, Indenture (Devon Energy Corp/De), Devon Financing Trust Ii

Maintenance of Office or Agency. The Company will Issuer and the Guarantors shall maintain in each Place of Payment for any Securities of a series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, an office or agency where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company Issuer or any Guarantor in of the Guarantors with respect of to the Securities of that series and this Indenture may be served. The Company will Issuer and the Guarantors shall give prompt written notice to the Trustee for the Securities of that series of the location, and any change in the location, of any such office or agency. If at any time the Company Issuer and the Guarantors shall fail to maintain any such required office or agency in respect of any series of Securities or shall fail to furnish the Trustee for the Securities of that series with the address thereof, such presentationspresentations (to the extent permitted by law), surrenders, and surrenders of Securities of that series may be made and notices and demands may be made or served at the Corporate Trust Office of the such Trustee, . The Issuer and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Guarantors may also from time to time designate one or more other offices or agencies (in or outside the Place of Payment) where the Securities of one or more series may be presented or surrendered for any or all such of the purposes specified above in this Section 1002 and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuer or any of its the Guarantors of their obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposespurpose. The Company will Issuer and the Guarantors shall give prompt written notice to the Trustee for the Securities of each series so affected of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Securities pursuant to Section 3.01301 with respect to a series of Securities, the Corporate Trust Office of Issuer and the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Guarantors hereby designate as a Place of Payment for each series of Securities the office or agency of the Issuer in the Borough of Manhattan, the City of New York, and initially appoint the Trustee at its Corporate Trust Office as Paying Agent in such Global Security city and as their agent to receive all such presentations, surrenders, notices and demands. Unless otherwise specified with respect to any Securities pursuant to Section 301, if and so long as the Securities of any series (i) are denominated in accordance a currency other than Dollars or (ii) may be payable in a currency other than Dollars, or so long as it is required under any other provision of the Indenture, then the Issuer shall maintain with the provisions respect to each such series of this IndentureSecurities, or as so required, a Currency Determination Agent.

Appears in 3 contracts

Samples: Indenture (CubeSmart, L.P.), Brandywine Operating Partnership Lp /Pa, Brandywine Realty Trust

Maintenance of Office or Agency. The Company will maintain in each Place the United States of Payment for any series of Securities America an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series the Notes may be surrendered for registration of transfer or exchangeexchange or for presentation for payment or repurchase (“Paying Agent”) or for exchange for cash, where Securities may be surrendered for conversion Ordinary Shares or a combination thereof (“Exchange Agent”) and where notices and demands to or upon the Company or any Guarantor the Guarantors in respect of the Securities of that series Notes, the Guarantee and this Indenture may be servedmade. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or any other office or agency in the United States of the Trustee, and the Company and each Guarantor hereby appoints America so designated by the Trustee as its agent to receive all such presentations, surrenders, notices and demandsa place where Notes may be presented for payment or for registration of transfer. The Company may also from time to time designate as Paying Agent, Exchange Agent, or co-Note Registrars one or more other offices or agencies where the Securities of one or more series Notes may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, provided that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place the United States of Payment for Securities of any series America so designated by the Trustee as a place for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to The terms “Paying Agent” and “Exchange Agent” include any Global Securitysuch additional or other offices or agencies, as applicable. The Company hereby initially designates the Trustee as the Paying Agent, Note Registrar, Custodian and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, Exchange Agent and the Corporate Trust Office as the office or agency in the United States of the Trustee shall be the Place of Payment America where such Global Security Notes may be presented or surrendered for payment or for registration of transfer or exchangeexchange or for presentation for payment or repurchase or for exchange for cash, Ordinary Shares or a combination thereof and where successor Securities notices and demands to or upon the Company or the Guarantors in respect of the Notes, the Guarantee and this Indenture may be delivered made. In acting hereunder and in exchange thereforconnection with the Notes, providedthe Paying Agent, howeverthe Custodian, that any such paymentthe Exchange Agent, presentation, surrender or delivery effected pursuant to and the Applicable Procedures Note Registrar shall act solely as agent of the Depositary Company and will not assume any fiduciary duty or obligation towards or relationship of agency or trust for such Global Security shall be deemed to have been effected at or with any of the Place owners or Holders of Payment for such Global Security in accordance with the provisions of this IndentureNotes.

Appears in 3 contracts

Samples: Indenture (Iterum Therapeutics PLC), usermanual.wiki, Iterum Therapeutics PLC

Maintenance of Office or Agency. The Company Issuers will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor Issuers in respect of the Securities of that series and this Indenture may be served. The Company Issuers will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Issuers shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor Issuers hereby appoints appoint the Trustee as its their agent to receive all such presentations, surrenders, notices and demands. The Company Issuers may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuers of its obligation their obligations to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company Issuers will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 3 contracts

Samples: Jefferies Group Capital Finance Inc., Jefferies Group Capital Finance Inc., Jefferies Group Capital Finance Inc.

Maintenance of Office or Agency. The Company Issuer will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Issuer in respect of the Securities of that series and this Indenture may be served. The Company Issuer will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Issuer shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor Issuer hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuer may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuer of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company Issuer will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except Except as otherwise may be specified for such Global a Security as contemplated by Section 3.013.1 or in any supplemental indenture, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security the Securities may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefortherefor and where such notices and demands may be served, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such a Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 3 contracts

Samples: Kayne Anderson MLP Investment CO, Kayne Anderson MLP Investment CO, Kayne Anderson MLP Investment CO

Maintenance of Office or Agency. The Company will Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) shall maintain in each Place of Payment for any series of Securities the offices or agencies (which may be an office of the Trustee or agency an affiliate of the Trustee, Registrar or Transfer Agent) required under Section 2.03 hereof where Securities of that series may be presented or surrendered for payment, where Securities of that series Notes may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange or presented for payment and where notices and demands to or upon the Company or any Guarantor Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) in respect of the Securities of that series Notes and this Indenture may be served. The Company will Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) shall give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office Office; provided, however, that the Trustee shall not be deemed an agent of the Trustee, and Issuers or the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demandsEscrow Issuers for service of legal process. The Company Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) may also from time to time designate one or more other offices or agencies where the Securities of one or more series Notes may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, provided that no such designation or rescission shall in any manner relieve the Company Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) of its their obligation to maintain an office such offices or agency in each Place of Payment for Securities of any series agencies as required by Section 2.03 hereof for such purposes. The Company will Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect The Issuers (and, prior to any Global Securitythe Escrow Release Date, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Escrow Issuers) hereby designate the Corporate Trust Office as one such office or agency of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchangeIssuers (and, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant prior to the Applicable Procedures of Escrow Release Date, the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security Escrow Issuers) in accordance with the provisions of this IndentureSection 2.03 hereof.

Appears in 2 contracts

Samples: Indenture (Hilton Grand Vacations Inc.), Indenture (Hilton Grand Vacations Inc.)

Maintenance of Office or Agency. The Company will maintain in each Place the United States of Payment America an office or agency for any series of Securities an office or agency where such Securities of that series may be presented or surrendered for payment, where where, if applicable, the Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The principal corporate trust office of the Trustee at the address of the Trustee specified in Section 12.02 hereof (the “Corporate Trust Office”) shall be such office or agency of the Company, unless the Company shall designate and maintain some other office or agency for one or more of such purposes; provided that the Corporate Trust Office of the Trustee where Securities may be presented or surrendered for payment or surrendered for registration of transfer or exchange, where Securities that are convertible or exchangeable may be surrendered for conversion or exchange, as applicable, and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served shall be located at U.S. Bank Global Corporate Trust Services, 000 Xxxxxxxx Xxxxxx X, Xx. Xxxx, MN 55107, Attention: . The Company will give prompt written notice to the Trustee of the location, and any change in the location, location of any such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind any such designationsdesignation; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place the United States of Payment for Securities of any series America for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Harman International Industries Inc /De/), Indenture (Harman International Industries Inc /De/)

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Maintenance of Office or Agency. The Company will Issuers shall maintain in each Place of Payment for any series of Securities an office or agency (which may be an office of the Trustee or an affiliate of the Trustee) in New York, New York where Securities of that series Notes may be presented or surrendered for payment, payment and they shall maintain an office or agency (which may be an office of the Trustee or an affiliate of the Trustee) where Securities of that series Notes may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Issuers in respect of the Securities of that series Notes and this Indenture may be served. The Company will Issuers shall give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Issuers shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuers may also from time to time designate one or more other offices or agencies where the Securities of one or more series Notes may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided. Further, however, that if at any time there shall be no such designation office or rescission agency in the City of New York where the Notes may be presented or surrendered for payment, the Issuers shall in any manner relieve the Company of its obligation to forthwith designate and maintain such an office or agency in each Place the City of Payment for Securities New York, in order that the Notes shall at all times be payable in the City of any series for such purposesNew York. The Company will Issuers shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. The Issuers hereby designate the Corporate Trust Office of the Trustee as one such office or agency of the Company in accordance with Section 2.03. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01Notes, the Corporate Trust Office of the Trustee shall be the Place office of Payment agency where such Global Security Notes may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities Notes may be delivered in exchange therefor, ; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security Depository shall be deemed to have been effected at the Place of Payment for such Global Security office or agency in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Linn Energy, LLC), Linn Energy, LLC

Maintenance of Office or Agency. The Company Issuer will maintain in each Place the United States of Payment America an office or agency for any series of Securities an office or agency where such Securities of that series may be presented or surrendered for payment, where where, if applicable, the Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Issuer in respect of the Securities of that series and this Indenture may be served. The Company principal corporate trust office of the Trustee at the address of the Trustee specified in Section 12.02 hereof (the “Corporate Trust Office”) shall be such office or agency of the Issuer, unless the Issuer shall designate and maintain some other office or agency for one or more of such purposes; provided that the Corporate Trust Office of the Trustee where Securities may be presented or surrendered for payment or surrendered for registration of transfer or exchange, where Securities that are convertible or exchangeable may be surrendered for conversion or exchange, as applicable, and where notices and demands to or upon the Issuer in respect of the Securities and this Indenture may be served shall be located at U.S. Bank Global Corporate Trust Services, 000 Xxxxxxxx Xxxxxx X, Xx. Xxxx, MN 55107, Attention: or such other address as the Trustee may designate from time to time by notice to the Issuer. The Issuer will give prompt written notice to the Trustee of the location, and any change in the location, location of any such office or agency. If at any time the Company Issuer shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor Issuer hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuer may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind any such designationsdesignation; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuer of its obligation to maintain an office or agency in each Place the United States of Payment for Securities of any series America for such purposes. The Company Issuer will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Harman International Industries Inc /De/), Indenture (Harman International Industries Inc /De/)

Maintenance of Office or Agency. The Company will maintain in each Place the Borough of Payment for any series Manhattan, The City of Securities New York, an office or agency where Convertible Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer transfer, conversion or exchange, where Securities may be surrendered exchange or for conversion presentation for payment and where notices and demands to or upon the Company in respect of the Convertible Securities and this Indenture may be served; and the Guarantor will maintain in the Borough of Manhattan, The City of New York, an office or any agency where Convertible Securities may be presented for payment, conversion or exchange under the Guarantees endorsed thereon and where notices and demands to or upon the Guarantor in respect of the Securities of that series Guarantee and this Indenture may be served. The Company and the Guarantor hereby initially designate the Corporate Trust Office of the Trustee, located in the Borough of Manhattan, The City of New York, as such office or agency of the Company. The Company and the Guarantor will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company or the Guarantor shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office address of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demandsset forth in Section 15.02. The Company and the Guarantor will maintain one or more agencies in a city or cities located outside the United States (including any city in which such an agency is required to be maintained under the rules of any stock exchange on which the Convertible Securities of any series are listed) where the Unregistered Securities, if any, of each series and Coupons, if any, appertaining thereto may be presented for payment or for payment under the Guarantees endorsed thereon, as the case may be. No payment on any Unregistered Security or Coupon or the Guarantee endorsed thereon will be made upon presentation of the same at an agency of the Company or the Guarantor within the United States nor will any payment be made by transfer to an account in, or by mail to an address in, the United States unless, pursuant to applicable United States laws and regulations then in effect, such payment can be made without adverse tax consequences to the Company or the Guarantor. Notwithstanding the foregoing, if full payment in United States Dollars (“Dollars”) at each agency maintained by the Company or the Guarantor outside the United States for payment on such Unregistered Securities or Coupons appertaining thereto or the Guarantees endorsed thereon, as the case may be, is illegal or effectively precluded by exchange controls or other similar restrictions, payments in Dollars of Unregistered Securities of any series, Coupons appertaining thereto or the Guarantee endorsed thereon which are payable in Dollars may be made at an agency of the Company or the Guarantor maintained in the Borough of Manhattan, The City of New York. The Company and the Guarantor may also from time to time designate one or more other offices or agencies where the Convertible Securities of one or more any series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, provided that no such designation or rescission shall in any manner relieve either the Company or the Guarantor of its obligation to maintain an office or agency in each Place the Borough of Payment for Securities Manhattan, The City of any series New York for such purposes. The Company or the Guarantor, as applicable, will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Default and Remedies (Credit Suisse Group (Guernsey) III LTD), Credit Suisse Group (Guernsey) III LTD

Maintenance of Office or Agency. The Company will maintain in each Place the United States of Payment America an office or agency for any series of Securities an office or agency where such Securities of that series may be presented or surrendered for payment, where where, if applicable, the Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The designated corporate trust office of the Trustee at the address of the Trustee specified in Section 11.2 hereof, or such other address as the Trustee may designate from time to time by notice to the Holders and the Company, or the designated corporate trust office of any successor Trustee, or such other address as such successor Trustee may designate from time to time by notice to the Holders and the Company (the “Corporate Trust Office”) shall be such office or agency of the Company, unless the Company shall designate and maintain some other office or agency for one or more of such purposes. The Company will give prompt written notice to the Trustee of the location, and any change in the location, location of any such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind any such designationsdesignation; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place the United States of Payment for Securities of any series America for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Ross Stores Inc), Indenture (Ross Stores Inc)

Maintenance of Office or Agency. The Company and the Guarantor will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer transfer, exchange or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor the Guarantor, as the case may be, in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of any such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee same as its agent to receive all such respective presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment accordance with the requirements set forth above for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the The Guarantor will maintain in each Place of Payment for any series of Securities an office or agency where such Global Security Securities of that series may be presented or surrendered for payment under the Guarantee and where notices and demands to or upon the Guarantor in respect of the Guarantee of the Securities of that series and this Indenture may be served. The Guarantor will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Guarantor shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Guarantor may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for registration of transfer or exchange, such purpose or where successor Securities such notices or demands may be delivered in exchange therefor, served and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any such payment, presentation, surrender manner relieve the Guarantor of its obligation to maintain an office or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the agency in each Place of Payment for Securities of any series for such Global Security purposes. The Guarantor will give prompt written notice to the Trustee of any such designation or rescission and of any change in accordance with the provisions location of any such other office or agency. Upon the issuance of any series of Securities under this Indenture, the Company shall enter into an appropriate agency agreement with any Paying Agent and shall notify the Trustee of the name and address of any such agent.

Appears in 2 contracts

Samples: Indenture (Coca-Cola Hellenic Bottling Co Sa), Indenture (Coca-Cola Hellenic Bottling Co Sa)

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company [if applicable, insert — or any Guarantor Guarantor] in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company [if applicable, insert — and each Guarantor Guarantor] hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Burleson Water Resources, LLC), Indenture (Burleson Water Resources, LLC)

Maintenance of Office or Agency. The Company Each of the Issuers will maintain an office or agency in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon such Issuer in respect of the Company Securities and this Indenture may be served. Each applicable Issuer will give prompt written notice to the Trustee of the location, and of any change in the location, of such office or agency. If at any time any Issuer shall fail to maintain such office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the principal Corporate Trust Office of the Trustee, and each of the Issuers hereby appoints the Trustee its agent to receive all such presentations, surrenders, notices and demands. The Guarantor will maintain an office or agency in each Place of Payment where Securities to which the Guarantees apply where such Securities may be presented or surrendered for payment pursuant to the Guarantees and where notice and demands to or upon the Guarantor in respect of the Securities of that series Guarantees and this Indenture may be served. The Company Guarantor will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Guarantor shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices surrenders and demands may be made or served at the Principal Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices surrenders and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Upr Capital Co, Union Pacific Resources Group Inc

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that such series may be presented or surrendered for payment, where Securities of that such series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion conversion, and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that such series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee; and such required office or agency in New York, and New York shall be at an office of the Trustee located at 000 Xxxxxxx Xxxxxx, Floor 4W, New York, New York 10286, Attention: Corporate Trust Administration. The Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor; and such Place of Payment with respect to a Global Security in New York, New York shall be at an office of the Trustee located at 000 Xxxxxxx Xxxxxx, Floor 4W, New York, New York 10286, Attention: Corporate Trust Administration; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Apple Inc), Indenture (Apple Inc)

Maintenance of Office or Agency. The Company will maintain an office or agency in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt 103 written notice to the Trustee of the location, and of any change in the location, of such office or agency. If at any time the Company shall fail to maintain such office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the principal Corporate Trust Office of the Trustee, and the Company hereby appoints the Trustee its agent to receive all such presentations, surrenders, notices and demands. The Guarantor will maintain an office or agency in each Place of Payment where Securities to which the Guarantee applies may be presented or surrendered for payment pursuant to the Guarantee and where notices and demands to or upon the Guarantor in respect of the Guarantee and this Indenture may be served. The Guarantor will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Guarantor shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices surrenders and demands may be made or served at the Principal Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices surrenders and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Fund American Co Inc/New, Fund American Co Inc/New

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: SSL South, LLC, SSL South, LLC

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for any series of Securities an office Office or agency Agency where Securities of that such series may be presented or surrendered for payment, where Securities of that such series may be surrendered for registration of transfer or exchange, where Securities of such series that are convertible or exchangeable may be surrendered for conversion or exchange, and where notices and demands to or upon the Company or any and the Guarantor in respect of the Securities of that such series relating thereto and this Indenture may be served. . The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office Office or agencyAgency. If at any time the Company shall fail to maintain any such required office Office or agency Agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and each of the Company and each the Guarantor hereby appoints the Trustee as Registrar, Paying Agent, Transfer Agent and as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices Offices or agencies Agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office Office or agency Agency in each Place of Payment for Securities of any series for such purposes. The Company will shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office Office or agencyAgency. With respect Unless otherwise provided in or pursuant to any Global Securitythis Indenture, and except the Company hereby designates The City of New York as otherwise may be specified a Place of Payment for such Global Security as contemplated by Section 3.01each series of Securities, initially appoints the Corporate Trust Office of the Trustee in The City of New York as the Company’s Office or Agency in The City of New York for such purpose and initially appoints the Trustee as the Security Registrar for each series of Securities and, if the Securities of any series are convertible into or exchangeable for Common Stock or other securities or property, initially appoints the Trustee as conversion or exchange agent, as the case may be, for the Securities of such series. The Company may subsequently appoint a different Office or Agency in The City of New York and, as provided in Section 305, may remove and replace from time to time the Security Registrar. If legislation is enacted in Switzerland providing for the taxation of payments according to principles similar to those laid down in the draft legislation proposed by the Swiss Federal Council on December 17, 2014, in particular, the principle to have a person other than the Company or the Guarantor withhold or deduct tax, the Company and the Guarantor shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered use reasonable efforts to make payments in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures respect of the Depositary for Securities or the Guarantee through a Paying Agent outside Switzerland, provided that the use of such Global Security shall be deemed Paying Agent outside Switzerland would eliminate any Swiss withholding tax that would otherwise apply to have been effected at payments by the Place of Payment for such Global Security in accordance with Company or the provisions of this IndentureGuarantor.

Appears in 2 contracts

Samples: Abb LTD, Abb LTD

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for the Securities of each series, or any series of Securities Tranche thereof, an office or agency where payment of such Securities of that series may shall be presented made or such Securities shall be surrendered for payment, where Securities of that series may be surrendered for the registration of transfer or exchange, where exchange of such Securities may be surrendered for conversion effected and where notices and demands to or upon the Company or any Guarantor in respect of the such Securities of that series and this Indenture may be served. The Company will shall give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agencyagency and prompt notice to the Holders of any such change in the manner specified in Section 106. If at any time the Company shall fail to maintain any such required office or agency in respect of Securities of any series, or any Tranche thereof, or shall fail to furnish the Trustee with the address thereof, payment of such presentationsSecurities may be made, surrenders, registration of transfer or exchange thereof may be effected and notices and demands in respect thereof may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive for all such presentations, surrenders, notices and demandspurposes in any such event. The Company may also from time to time designate one or more other offices or agencies where with respect to the Securities of one or more series may be presented series, or surrendered any Tranche thereof, for any or all such of the foregoing purposes and may from time to time rescind such designations; provided, however, that that, unless otherwise specified as contemplated by Section 301 with respect to the Securities of such series or Tranche, no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency for such purposes in each Place of Payment for such Securities of any series for such purposesin accordance with the requirements set forth above. The Company will shall give prompt written notice to the Trustee Trustee, and prompt notice to the Holders in the manner specified in Section 106, of any such designation or rescission and of any change in the location of any such other office or agency. With respect Anything herein to the contrary notwithstanding, any Global Security, and except as otherwise office or agency required by this Section may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office maintained at an office of the Trustee shall be the Place of Payment where such Global Security may be presented Company or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures Affiliate of the Depositary for Company, in which event the Company or such Global Security Affiliate, as the case may be, shall perform all functions to be deemed to have been effected performed at the Place of Payment for such Global Security in accordance with the provisions of this Indentureoffice or agency.

Appears in 2 contracts

Samples: FPL Group Trust II, Florida Power & Light CO Trust II

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities of that series may be surrendered for conversion to the extent that such right to convert is applicable to such Security and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. Unless otherwise provided in a supplemental indenture or pursuant to Section 3.01 hereof, the Place of Payment for any series of Securities shall be the Corporate Trust Office of the Trustee. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (SVB Financial Group), SVB Financial Group

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, ; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture. With respect to any securities that are not in the form of a Global Security, the Issuer shall maintain in each Place of Payment, including, without limitation, in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for payment, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Issuer in respect of the Securities and this Indenture may be served. The Issuer shall give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Issuer shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Issuer hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Issuer may also from time to time designate one or more offices or agencies where the Securities of one or more series of the Issuer may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Issuer of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Issuer hereby appoints Citibank, N.A. as such agent. The Issuer shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. The Guarantors shall maintain in each Place of Payment for any series of Securities to which their Guarantees apply an office or agency where Securities of such series may be presented or surrendered for payment pursuant to any Guarantee and where notices and demands to or upon the Guarantors in respect of any Guarantee and this Indenture may be served. The Guarantors shall give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Guarantors shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Guarantors hereby appoint the Trustee as their agent to receive all such presentations, surrenders and demands. The Guarantors may also from time to time designate one or more other offices or agencies where the Securities of one or more series to which their Guarantees apply may be presented or surrendered for such purpose or where such notices or demands may be served and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve any Guarantor of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Guarantors hereby appoint Citibank, N.A. as such agent. The Guarantors shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency.

Appears in 2 contracts

Samples: Indenture (WPP PLC), Indenture (WPP Finance 2010)

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency (which may be an office of the Trustee, the Registrar or the Paying Agent) where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities of that series may be surrendered presented for conversion payment and where notices and demands to or upon the Company or any a Guarantor in respect of the Securities of that series and this Indenture may be served. Unless otherwise designated in a supplemental indenture establishing the terms of any series of Securities pursuant to Section 2.01 hereof or by the Company by written notice to the Trustee and the Guarantors, such office or agency shall be the office of the Trustee in The City of New York, which, on the date hereof, is located at 000 Xxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000, Attention: Corporate Trust Manager, or such other office or agency of the Trustee as the Trustee may designate from time to time. The Company will give prompt written notice to the Trustee and the Guarantors of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee and the Guarantors with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the . The Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Petroleum Geo Services Asa), Petroleum Geo Services Asa

Maintenance of Office or Agency. The Company will Issuer shall maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series (which may be presented an office of the Trustee, an affiliate of the Trustee or surrendered for payment, Registrar) where the Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Issuer in respect of the Securities of that series and this Indenture may be served. The Company will Issuer shall give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Issuer shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuer also may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuer of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will Issuer shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02, with respect to any Global Security, and except as otherwise may be specified the address for such the Trustee, U.S. Bank Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee Services, 000 Xxxxxxxx Xxxxxx X., Xx. Xxxx, MN 55107-1402, shall be the Place place of Payment payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, ; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place place of Payment payment for such Global Security in accordance with the provisions of this Indenture. Unless otherwise indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02, the Issuer hereby designates the Corporate Trust Office of the Trustee as one such office or agency of the Issuer in accordance with Section 2.06 hereof.

Appears in 2 contracts

Samples: Physicians Realty L.P., Physicians Realty L.P.

Maintenance of Office or Agency. The With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture. With respect to any securities that are not in the form of a Global Security, the Company will maintain in each Place the Borough of Payment for any series Manhattan, the City of Securities New York, an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities (in the case of Convertible Securities) conversion notices, certificates and other items required to be delivered to effect conversion may be surrendered for conversion delivered and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies (in or outside the Borough of Manhattan, the City of New York) where the Securities of one or more series series, notices and other items may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place the Borough of Payment for Securities Manhattan, the City of any series New York for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Telefonos De Mexico S a De C V, Telefonos De Mexico S a De C V

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency (which may be an office of the Trustee or an affiliate of the Trustee, Security Registrar or Co-Security Registrar) where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion conversion, and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor; and such Place of Payment with respect to a Global Security in New York, New York shall be at an office of the Trustee located at 000 Xxxxxxx Xxxxxx, Floor 4W, New York, New York 10286, Attention: Corporate Trust Administration; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary Depository for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Anthem, Inc.), Indenture (Anthem, Inc.)

Maintenance of Office or Agency. The Company will and the Guarantor shall maintain in each Place of Payment for any series of Securities an office Office or agency Agency where Securities of that such series may be presented or surrendered for payment, where Securities of that such series may be surrendered for registration of transfer or exchange, where Securities of such series that are exchangeable may be surrendered for conversion exchange, and where notices and demands to or upon the Company or any the Guarantor in respect of the Securities and the Guarantee of that such series relating thereto and this Indenture may be served. The Company or the Guarantor, as applicable, will give prompt written notice to the Trustee of the location, and any change in the location, of such office Office or agencyAgency. If at any time the Company or the Guarantor, as applicable, shall fail to maintain any such required office Office or agency Agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and each of the Company and each the Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company or the Guarantor, as applicable, may also from time to time designate one or more other offices Offices or agencies Agencies where the Securities of one or more series may be presented or surrendered surrendered, or where notice or demands may be served, for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company or the Guarantor of its obligation their respective obligations to maintain an office Office or agency Agency in each Place of Payment for Securities of any series for such purposes. The Company will or the Guarantor, as applicable, shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office Office or agencyAgency. With respect Unless otherwise provided in or pursuant to any Global Securitythis Indenture, the Company and the Guarantor hereby designate as the Place of Payment for each series of Securities and related Guarantees, the Borough of Manhattan, The City of New York, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, initially appoint the Corporate Trust Office of the Trustee shall be as the Place Office or Agency of Payment where the Company and the Guarantor in the Borough of Manhattan, The City of New York for such Global Security purpose. The Company or the Guarantor, as applicable, may subsequently appoint a different Office or Agency in the Borough of Manhattan, The City of New York for the Securities and related Guarantees of any series. Unless otherwise specified with respect to any Securities pursuant to Section 2.4, if and so long as the Securities of any series (i) are denominated in a Foreign Currency or (ii) may be presented or surrendered for payment or for registration of transfer or exchangepayable in a Foreign Currency, or where successor Securities may be delivered in exchange therefor, provided, however, that so long as it is required under any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions other provision of this Indenture, then the Company will maintain with respect to each such series of Securities, or as so required, at least one exchange rate agent.

Appears in 2 contracts

Samples: Indenture (CIT Group Funding CO of Canada), Indenture (Cit Group Inc)

Maintenance of Office or Agency. The Company Issuer will maintain an office or agency in the Borough of Manhattan, City and State of New York (unless otherwise provided in the applicable Indenture Supplement or Terms Document), and in each Place of Payment for any series of Securities an office or agency where Securities of that series Notes may be presented or surrendered for payment, where Securities of that series Notes may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Issuer in respect of the Securities of that series Notes and this Indenture may be served. The Company Issuer will give prompt written notice to the Indenture Trustee of the location, and of any change in the location, of such office or agency. If at any time the Company shall Issuer will fail to maintain any such required office or agency or shall will fail to furnish the Indenture Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Indenture Trustee, and the Company and each Guarantor Issuer hereby appoints the Indenture Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuer may also from time to time designate one or more other offices or agencies where the Securities Notes of one or more series Series, Classes or Tranches may be presented or surrendered for any or all of such purposes specified above and may constitute and appoint one or more Paying Agents for the payments of such Notes, in one or more other cities, and may from time to time rescind such designationsdesignations and appointments; provided, however, that no such designation designation, appointment or rescission shall in any manner matter relieve the Company Issuer of its obligation obligations to maintain an office or agency in each Place of Payment for Securities Notes of any series Series, Class or Tranche for such purposes. The Company Issuer will give prompt written notice to the Indenture Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless and until the Issuer rescinds such appointment, the Issuer hereby appoints the Indenture Trustee, at its principal office, as its Paying Agent in New York, New York with respect to any Global Securityall Series, Classes and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office Tranches of the Trustee shall be the Notes having a Place of Payment where such Global Security may be presented or surrendered for payment or for registration in the City of transfer or exchangeNew York, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this IndentureNew York.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (National City Bank /), National City Credit Card Master Trust

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series (which may be presented an office of the Trustee, an affiliate of the Trustee or surrendered for payment, Registrar) where the Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will shall give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company also may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02, with respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of for the Trustee shall be the Place place of Payment payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, ; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place place of Payment payment for such Global Security in accordance with the provisions of this Indenture. Unless otherwise indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02, the Company hereby designates the Corporate Trust Office of the Trustee as one such office or agency of the Company in accordance with Section 2.06 hereof. ARTICLE FIVE.

Appears in 2 contracts

Samples: Indenture (O Reilly Automotive Inc), Indenture (O Reilly Automotive Inc)

Maintenance of Office or Agency. The Company will and the Guarantor shall maintain in each Place of Payment for the Securities of each series, or any series of Securities Tranche thereof, an office or agency where payment of such Securities of that series may shall be presented made or such Securities shall be surrendered for payment, where Securities of that series may be surrendered for the registration of transfer or exchange, where exchange of such Securities may be surrendered for conversion effected and where notices and demands to or upon the Company or any the Guarantor in respect of the such Securities of that series and this Indenture may be served. The Company will and the Guarantor shall give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agencyagency and prompt notice to the Holders of any such change in the manner specified in Section 106. If at any time the Company or the Guarantor shall fail to maintain any such required office or agency in respect of Securities of any series, or any Tranche thereof, or shall fail to furnish the Trustee with the address thereof, payment of such presentationsSecurities may be made, surrenders, registration of transfer or exchange thereof may be effected and notices and demands in respect thereof may be made or served at the Corporate Trust Office of the Trustee, and each of the Company and each the Guarantor hereby appoints the Trustee as its agent to receive for all such presentations, surrenders, notices and demandspurposes in any such event. The Company or the Guarantor may also from time to time designate one or more other offices or agencies where with respect to the Securities of one or more series may be presented series, or surrendered any Tranche thereof, for any or all such of the foregoing purposes and may from time to time rescind such designations; provided, however, that that, unless otherwise specified as contemplated by Section 301 with respect to the Securities of such series or Tranche, no such designation or rescission shall in any manner relieve the Company or the Guarantor of its obligation to maintain an office or agency for such purposes in each Place of Payment for such Securities of any series for such purposesin accordance with the requirements set forth above. The Company will and the Guarantor shall give prompt written notice to the Trustee Trustee, and prompt notice to the Holders in the manner specified in Section 106, of any such designation or rescission and of any change in the location of any such other office or agency. With respect Anything herein to the contrary notwithstanding, any Global Security, and except as otherwise office or agency required by this Section may be specified for such Global Security as contemplated by Section 3.01maintained at an office of the Company or the Guarantor or any Affiliate of either of them, in which event the Company, the Corporate Trust Office of Guarantor or such Affiliate, as the Trustee case may be, shall perform all functions to be the Place of Payment where performed at such Global Security may be presented office or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indentureagency.

Appears in 2 contracts

Samples: Indenture (FPL Group Inc), FPL Group Capital Inc

Maintenance of Office or Agency. The Subject to the last paragraph of this Section, the Company and the Guarantor will maintain in each Place of Payment for any series tranche of Securities an office or agency where Securities of that series tranche may be presented or surrendered for payment, where Securities of that series tranche may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any the Guarantor in respect of the Securities of that series tranche and this Indenture may be served. The Company or the Guarantor will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company or the Guarantor shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and each of the Company and each the Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company or the Guarantor may also from time to time designate one or more other offices or agencies where the Securities of one or more series tranches may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Company, or the Guarantor, of its obligation pursuant to the first sentence of the preceding paragraph to maintain an office or agency in each Place of Payment for Securities of any series tranche for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Nomura America Finance, LLC), Nomura America Finance, LLC

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that such series may be presented or surrendered for payment, where Securities of that such series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion conversion, and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that such series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the . The Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. However, nothing herein shall be deemed to constitute the Trustee as an Agent of the Company for service of process. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, ; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Lument Finance Trust, Inc.), Indenture (Lument Finance Trust, Inc.)

Maintenance of Office or Agency. The Company Operating Partnership will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Operating Partnership in respect of the Securities of that series and this Indenture may be served. The Company Operating Partnership will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Operating Partnership shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor Operating Partnership hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Operating Partnership may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Operating Partnership of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company Operating Partnership will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Successor Securities may be delivered in exchange therefortherefore, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Vornado Realty Trust, Vornado Realty Trust

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities of that series that are convertible or exchangeable may be surrendered for conversion or exchange, as applicable, and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agency. If at any time the Company shall fail to maintain any such required office or agency in respect of any series of Securities or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee at its Corporate Trust Office as its agent to receive all such respective presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all of such purposes purposes, and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment accordance with the requirements set forth above for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Securities pursuant to Section 3.01301 with respect to a series of Securities, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Company hereby designates as a Place of Payment for each series of Securities the office or agency of the Company in the Borough of Manhattan, The City of New York, and initially appoints the Trustee at its trust office as Paying Agent in the Borough of Manhattan, The City of New York and as its agent to receive all such Global Security presentations, surrenders, notices and demands. Unless otherwise specified with respect to any Securities pursuant to Section 301, if and so long as the Securities of any series (i) are denominated in accordance a currency other than Dollars or (ii) may be payable in a currency other than Dollars, or so long as it is required under any other provision of the Indenture, then the Company will maintain with respect to each such series of Securities, or as so required, at least one Exchange Rate Agent. The Company will notify the provisions Trustee of this Indenturethe name and address of any Exchange Rate Agent retained by it.

Appears in 2 contracts

Samples: Indenture (Main Street Capital CORP), Indenture (Main Street Capital CORP)

Maintenance of Office or Agency. The Company or the Guarantor will maintain in each Place of Payment for any series of Debt Securities an office or agency where Debt Securities of that series may be presented or surrendered for payment, where Debt Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any the Guarantor in respect of the Debt Securities of that series and this Indenture may be served. The Company or the Guarantor will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company or the Guarantor shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each the Guarantor hereby appoints appoint the Trustee as its the agent to receive all such presentations, surrenders, notices and demands. The Company or the Guarantor may also from time to time designate one or more other offices or agencies (in or outside of such Place of Payment) where the Debt Securities of one or more series may be presented or surrendered for any or all of such purposes purposes, and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company or the Guarantor of its their obligation to maintain an office or agency in each Place of Payment for Securities of any series of Debt Securities, for such purposes. The Company or the Guarantor will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise set forth in, or pursuant to, a Board Resolution or indenture supplemental hereto with respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01a series of Debt Securities, the Corporate Trust Office of Company and the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at Guarantor hereby initially designate as the Place of Payment for each series of Debt Securities, the Borough of Manhattan, The City and State of New York, and initially appoint the Trustee at its Corporate Trust Office as the Company's office or agency for each such Global Security purpose in accordance with the provisions of this Indenturesuch city.

Appears in 2 contracts

Samples: Countrywide Home Loans Inc, Countrywide Home Loans Inc

Maintenance of Office or Agency. The Company Issuers will maintain in each Place of Payment for any series of Securities maintain, an office or agency where Securities of that series (which may be presented an office of the Trustee or surrendered for payment, an affiliate of the Trustee) where Securities of that series Notes may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor Issuers in respect of the Securities of that series Notes and this Indenture may be served. The Company Issuers will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall Issuers fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuers may also from time to time designate one or more other offices or agencies where the Securities of one or more series Notes may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall will in any manner relieve the Company Issuers of its their obligation to maintain an office or agency in each Place the City and State of Payment for Securities of any series New York for such purposes. The Company Issuers will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. The Partnership hereby designates the Corporate Trust Office of the Trustee as one such office or agency of the Partnership in accordance with Section 2.03 of this Indenture. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01Notes, the Corporate Trust Office of the Trustee shall be the Place of Payment office or agency where such Global Security Notes may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities Notes may be delivered in exchange therefor, ; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security office or agency in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Memorial Production Partners LP), Indenture (Memorial Production Partners LP)

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company initially appoints the Trustee acting through its Corporate Trust Office, as its agent for said purposes. The Company will give prompt written notice to the Trustee of the location, and any change in the location, location of such office or agency. If at any time the Company shall will fail to maintain any such required office or agency or shall will fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall will in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment accordance with the requirements set forth above for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise specified with respect to any Global SecuritySecurities pursuant to Section 301, if and except so long as otherwise the Securities of any series (i) are denominated in a currency other than Dollars or (ii) may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchangepayable in a currency other than Dollars, or where successor Securities may be delivered in exchange therefor, provided, however, that so long as it is required under any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions other provision of this Indenture, then the Company will maintain with respect to each such series of Securities, or as so required, at least one Exchange Rate Agent.

Appears in 2 contracts

Samples: Highland Holdings S.a r.l., Otis Worldwide Corp

Maintenance of Office or Agency. The Company will Issuers shall maintain in each Place of Payment for any series of Securities an office Office or agency Agency where Securities of that such series may be presented or surrendered for payment, where Securities of that such series may be surrendered for registration of transfer or exchange, where Securities of such series that are convertible or exchangeable may be surrendered for conversion or exchange, and where notices and demands to or upon the Company or any Guarantor Issuers and the Guarantors (if any) in respect of the Securities of that such series relating thereto and this Indenture may be served. The Company Issuers will give prompt written notice to the Trustee of the location, and any change in the location, of such office Office or agencyAgency. If at any time the Company Issuers shall fail to maintain any such required office Office or agency Agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor Issuers hereby appoints appoint the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Issuers may also from time to time designate one or more other offices Offices or agencies Agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuers of its their obligation to maintain an office Office or agency Agency in each Place of Payment for Securities of any series for such purposes. The Company will Issuers shall give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office Office or agencyAgency. With respect Unless otherwise provided in or pursuant to any Global Securitythis Indenture, the Issuers hereby designate as the Place of Payment for each series of Securities the Borough of Manhattan, The City of New York, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, initially appoints the Corporate Trust Office of JPMorgan Chase Bank, N.A. located at 4 Xxx Xxxx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Worldwide Securities Services, as the Trustee shall be the Place of Payment where such Global Security may be presented Office or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures Agency of the Depositary Issuers in the Borough of Manhattan, The City of New York for such Global Security shall be deemed to have been effected at purpose. The Issuers may subsequently appoint a different Office or Agency in the Place Borough of Payment Manhattan, The City of New York for such Global Security in accordance with the provisions Securities of this Indentureany series.

Appears in 2 contracts

Samples: Reconciliation And (Williams Partners Finance Corp), Senior Indenture (Williams Partners Finance Corp)

Maintenance of Office or Agency. The Company will maintain in each Place of Payment for any series of Securities Notes an office or agency where Securities of that series Notes may be presented or surrendered for payment, where Securities of that series Notes may be surrendered presented for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series Notes and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands (except for service of process in relation to any proceeding arising out of or relating to the performance of the Company’s obligations under this Indenture and the Notes) may be made or served at the Corporate Trust Office of the Trustee/Paying Agent, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands, provided that, with respect to any series of Notes issued in Non-Dollar currency, any presentations, surrenders, notices and demands (except for service of process in relation to any proceeding arising out of or relating to the performance of the Company’s obligations under this Indenture and the Notes) may be made or served at the Corporate Trust Office of the Paying Agent for such series of Notes, and the Company hereby appoints the Paying Agent for such series of Notes as its agent to receive any presentations, surrenders, notices and demands for such Notes. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series Notes may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series Notes for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: British American Tobacco p.l.c., British American Tobacco p.l.c.

Maintenance of Office or Agency. The Company will Issuer and the Guarantors shall maintain in each Place of Payment for any Securities of a series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, an office or agency where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company Issuer or any Guarantor in of the Guarantors with respect of to the Securities of that series and this Indenture may be served. The Company will Issuer and the Guarantors shall give prompt written notice to the Trustee for the Securities of that series of the location, and any change in the location, of any such office or agency. If at any time the Company Issuer and the Guarantors shall fail to maintain any such required office or agency in respect of any series of Securities or shall fail to furnish the Trustee for the Securities of that series with the address thereof, such presentationspresentations (to the extent permitted by law), surrenders, and surrenders of Securities of that series may be made and notices and demands may be made or served at the Corporate Trust Office of the such Trustee, provided service of process will not be made or accepted at the Corporate Trust Office. The Issuer and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company Guarantors may also from time to time designate one or more other offices or agencies (in or outside the Place of Payment) where the Securities of one or more series may be presented or surrendered for any or all such of the purposes specified above in this Section 1002 and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuer or any of its the Guarantors of their obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposespurpose. The Company will Issuer and the Guarantors shall give prompt written notice to the Trustee for the Securities of each series so affected of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Securities pursuant to Section 3.01301 with respect to a series of Securities, the Corporate Trust Office of Issuer and the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Guarantors hereby designate as a Place of Payment for each series of Securities the office or agency of the Issuer in the Borough of Manhattan, the City of New York, and initially appoint the Trustee at its Corporate Trust Office as Paying Agent in such Global Security city and as their agent to receive all such presentations, surrenders, notices and demands, provided service of process will not be made or accepted at the Corporate Trust Office. Unless otherwise specified with respect to any Securities pursuant to Section 301, if and so long as the Securities of any series (i) are denominated in accordance a currency other than Dollars or (ii) may be payable in a currency other than Dollars, or so long as it is required under any other provision of the Indenture, then the Issuer shall maintain with the provisions respect to each such series of this IndentureSecurities, or as so required, a Currency Determination Agent.

Appears in 2 contracts

Samples: Indenture (Sovran Acquisition LTD Partnership), Sovran Acquisition LTD Partnership

Maintenance of Office or Agency. The Company Issuers will maintain in each Place of Payment for any series of Securities an office or agency where Securities of that such series may be presented or surrendered for payment, where Securities of that such series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion conversion, and where notices and demands to or upon the Company or any Guarantor Issuers in respect of the Securities of that such series and this Indenture may be served. The Company Issuers will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Issuers shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee; and such required office or agency shall be at an office of the Trustee located at 000 Xxxxx Xxxx Xxxxxx, and the Company and each Guarantor Xxxxx 000, Xxx Xxxxxxx, XX 00000, Attention: Corporate Unit. The Issuers hereby appoints appoint the Trustee as its their agent to receive all such presentations, surrenders, notices and demands. The Company Issuers may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company Issuers of its their obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company Issuers will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01301, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor; and such Place of Payment with respect to a Global Security shall be at an office of the Trustee located at 000 Xxxxx Xxxx Xxxxxx, Xxxxx 000, Xxx Xxxxxxx, XX 00000, Attention: Corporate Unit; provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Directv), Directv

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for the Securities of each series, or any series of Securities Tranche thereof, an office or agency where payment of such Securities of that series may shall be presented or surrendered for paymentmade, where Securities of that series may be surrendered for the registration of transfer or exchange, where exchange of such Securities may be surrendered for conversion effected and where notices and demands to or upon the Company or any Guarantor in respect of the such Securities of that series and this Indenture may be served. The Company will initially appoints the Trustee as its agent for said purpose. The Company shall give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agencyagency and prompt notice to the Holders of any such change in the manner specified in Section 1.9. If at any time the Company shall fail to maintain any such required office or agency in respect of Securities of any series, or any Tranche thereof, or shall fail to furnish the Trustee with the address thereof, payment of such presentationsSecurities shall be made, surrenders, registration of transfer or exchange thereof may be effected and notices and demands in respect thereof may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive for all such presentations, surrenders, notices and demandspurposes in any such event. The Company may also from time to time designate one or more other offices or agencies where with respect to the Securities of one or more series may be presented series, or surrendered any Tranche thereof, for any or all such of the foregoing purposes and may from time to time rescind such designations; provided, however, that that, unless otherwise specified as contemplated by Section 3.1 with respect to the Securities of such series or Tranche, no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency for such purposes in each Place of Payment for such Securities of any series for such purposesin accordance with the requirements set forth above. The Company will shall give prompt written notice to the Trustee Trustee, and prompt notice to the Holders in the manner specified in Section 1.9, of any such designation or rescission and of any change in the location of any such other office or agency. With respect Anything herein to the contrary notwithstanding, any Global Security, and except as otherwise office or agency required by this Section may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office maintained at an office of the Trustee Company, in which event the Company shall perform all functions to be the Place of Payment where performed at such Global Security may be presented office or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indentureagency.

Appears in 2 contracts

Samples: First Mortgage Indenture (South Jersey Industries Inc), SOUTH JERSEY GAS Co

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities of that series that are convertible or exchangeable may be surrendered for conversion or exchange, as applicable, and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agency. If at any time the Company shall fail to maintain any such required office or agency in respect of any series of Securities or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee at its Corporate Trust Office as its agent to receive all such respective presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all of such purposes purposes, and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment accordance with the requirements set forth above for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Securities pursuant to Section 3.01301 with respect to a series of Securities, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Company hereby designates as a Place of Payment for each series of Securities the office or agency of the Company in the Borough of Manhattan, The City of New York, and initially appoints the Trustee at its corporate trust office in the Borough of Manhattan, The City of New York as its agent to receive all such Global Security presentations, surrenders, notices and demands. Unless otherwise specified with respect to any Securities pursuant to Section 301, if and so long as the Securities of any series (i) are denominated in accordance a currency other than Dollars or (ii) may be payable in a currency other than Dollars, or so long as it is required under any other provision of the Indenture, then the Company will maintain with the provisions respect to each such series of this IndentureSecurities, or as so required, at least one Exchange Rate Agent.

Appears in 2 contracts

Samples: Indenture (FIDUS INVESTMENT Corp), Indenture (CM Finance Inc)

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities of that series that are convertible or exchangeable may be surrendered for conversion or exchange, as applicable, and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agency. If at any time the Company shall fail to maintain any such required office or agency in respect of any series of Securities or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee at its Corporate Trust Office as its agent to receive all such respective presentations, surrenders, notices and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all of such purposes purposes, and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment accordance with the requirements set forth above for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With Unless otherwise specified with respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Securities pursuant to Section 3.01301 with respect to a series of Securities, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Company hereby designates as a Place of Payment for each series of Securities the office or agency of the Company in the Borough of Manhattan, The City of New York, and initially appoints the Trustee at its Corporate Trust Office in the Borough of Manhattan, The City of New York as its agent to receive all such Global Security presentations, surrenders, notices and demands. Unless otherwise specified with respect to any Securities pursuant to Section 301, if and so long as the Securities of any series (i) are denominated in accordance a currency other than Dollars, or (ii) may be payable in a currency other than Dollars, or so long as it is required under any other provision of the Indenture, then the Company will maintain with the provisions respect to each such series of this IndentureSecurities, or as so required, at least one Exchange Rate Agent.

Appears in 2 contracts

Samples: Indenture (GSV Capital Corp.), Indenture (Suro Capital Corp.)

Maintenance of Office or Agency. The Company will maintain an office or agency in each Place of Payment for any series of Securities an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion exchange and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series and this Indenture may be served. The Company will give prompt written notice to the Trustee of the location, and of any change in the location, of such office or agency. If at any time the Company shall fail to maintain such office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the principal Corporate Trust Office of the Trustee, and the Company hereby appoints the Trustee its agent to receive all such presentations, surrenders, notices and demands. The Guarantor will maintain an office or agency in each Place of Payment where Securities to which the Guarantee applies may be presented or surrendered for payment pursuant to the Guarantee and where notices and demands to or upon the Guarantor in respect of the Guarantee and this Indenture may be served. The Guarantor will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company Guarantor shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices surrenders and demands may be made or served at the Principal Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices surrenders and demands. The Company may also from time to time designate one or more other offices or agencies where the Securities of one or more series may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office of the Trustee shall be the Place of Payment where such Global Security may be presented or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security shall be deemed to have been effected at the Place of Payment for such Global Security in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Senior Indenture (White Mountains Insurance Group LTD), Senior Indenture (OneBeacon Insurance Group, Ltd.)

Maintenance of Office or Agency. The Company will maintain in each Place the continental United States an office of Payment for any series the Paying Agent, an office of Securities the Registrar and an office or agency where Securities of that series may be presented or surrendered for payment, where Securities of that series may be surrendered for registration of transfer or exchange, where Securities Notes may be surrendered for conversion (“Conversion Agent”) and where notices and demands to or upon the Company or any Guarantor in respect of the Securities of that series Notes and this Indenture (other than the type contemplated by Section 12.14) may be served. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive all such presentations, surrenders, notices and demands. The Company may also from time to time designate as co-registrars one or more other offices or agencies where the Securities of one or more series Notes may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided, however, provided that no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency in each Place of Payment for Securities of any series the continental United States for such purposes. The Company will give prompt written notice to the Trustee of any such designation or rescission and of any change in the location of any such other office or agency. The terms “Paying Agent” and “Conversion Agent” include any such additional or other offices or agencies, as applicable. The Company hereby initially designates the Trustee as the Paying Agent, Registrar, Conversion Agent, and its Corporate Trust Office shall be considered as one such office or agency of the Company for each of the aforesaid purposes. The Company or its Affiliates may act as Paying Agent or Registrar. With respect to any Global Security, and except as otherwise may be specified for such Global Security as contemplated by Section 3.01Note, the Corporate Trust Office of the Trustee or any Paying Agent shall be the Place place of Payment payment where such Global Security Note may be presented or surrendered for payment or conversion or for registration of transfer or exchange, or where successor Securities Notes may be delivered in exchange therefor, ; provided, however, that any such payment, conversion, presentation, surrender or delivery effected pursuant to the Applicable Procedures of the Depositary for such Global Security Note shall be deemed to have been effected at the Place place of Payment payment for such Global Security Note in accordance with the provisions of this Indenture.

Appears in 2 contracts

Samples: Indenture (Teligent, Inc.), Indenture (Igi Laboratories, Inc)

Maintenance of Office or Agency. The Company will shall maintain in each Place of Payment for the Securities of each series, or any series of Securities Tranche thereof, an office or agency where payment of such Securities of that series may shall be presented or surrendered for paymentmade, where Securities of that series may be surrendered for the registration of transfer or exchange, where exchange of such Securities may be surrendered for conversion effected and where notices and demands to or upon the Company or any Guarantor in respect of the such Securities of that series and this Indenture may be served. The Company will shall give prompt written notice to the Trustee of the location, and any change in the location, of each such office or agencyagency and prompt notice to the Holders of any such change in the manner specified in Section 1.08. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, then payment of such presentationsSecurities shall be made, surrenders, registration of transfer or exchange thereof may be effected and notices and demands in respect of such Securities and this Indenture may be made or served at the Corporate Trust Office of the Trustee, and the Company and each Guarantor hereby appoints the Trustee as its agent to receive for all such presentations, surrenders, notices and demandspurposes in any such event. The Company may also from time to time designate one or more other offices or agencies where with respect to the Securities of one or more series may be presented series, or surrendered any Tranche thereof, for any or all such of the foregoing purposes and may from time to time rescind such designations; provided, however, that that, unless otherwise specified as contemplated by Section 3.01 with respect to the Securities of such series or Tranche, no such designation or rescission shall in any manner relieve the Company of its obligation to maintain an office or agency for such purposes in each Place of Payment for such Securities of any series for such purposesin accordance with the requirements set forth above. The Company will shall give prompt written notice to the Trustee Trustee, and prompt notice to the Holders in the manner specified in Section 1.08, of any such designation or rescission and of any change in the location of any such other office or agency. With respect Anything herein to the contrary notwithstanding, any Global Security, and except as otherwise office or agency required by this Section may be specified for such Global Security as contemplated by Section 3.01, the Corporate Trust Office maintained at an office of the Trustee shall be the Place of Payment where such Global Security may be presented Company or surrendered for payment or for registration of transfer or exchange, or where successor Securities may be delivered in exchange therefor, provided, however, that any such payment, presentation, surrender or delivery effected pursuant to the Applicable Procedures an Affiliate of the Depositary for Company, in which event the Company or such Global Security Affiliate shall perform all functions to be deemed to have been effected performed at the Place of Payment for such Global Security in accordance with the provisions of this Indentureoffice or agency.

Appears in 2 contracts

Samples: Duke Energy Ohio, Inc., Duke Energy Ohio, Inc.

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