TERMS AND CONDITIONS OF THE. NOTES [as set out in Schedule 3 of the Fiscal Agency Agreement] FISCAL AGENT AND PAYING AND TRANSFER AGENT REGISTRAR AND PAYING AND TRANSFER AGENT [—] or such other or further Paying and Transfer Agents or specified offices as may from time to time be appointed by the Issuer and notice of which has been given to the Noteholders. SCHEDULE 2 FORM OF GLOBAL NOTE UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF EUROCLEAR BANK S.A./N.V. (TOGETHER WITH ANY SUCCESSOR SECURITIES CLEARING AGENCY, “EUROCLEAR”) TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF ITS AUTHORIZED NOMINEE, OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF EUROCLEAR (AND ANY PAYMENT IS MADE TO ITS AUTHORIZED NOMINEE, OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF EUROCLEAR), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, ITS AUTHORIZED NOMINEE, HAS AN INTEREST HEREIN. THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE OR OTHER SECURITIES LAWS, AND MAY NOT BE OFFERED, SOLD, PLEDGED, OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE HOLDER OF THIS SECURITY BY ITS ACCEPTANCE HEREOF (1) REPRESENTS THAT IT, AND ANY ACCOUNT FOR WHICH IT IS ACTING, (A) IS A “QUALIFIED INSTITUTIONAL BUYER” (WITHIN THE MEANING OF RULE 144A UNDER THE SECURITIES ACT) OR (B) IS NOT A U.S. PERSON AND IS ACQUIRING THIS SECURITY IN AN “OFFSHORE TRANSACTION” PURSUANT TO RULE 903 OR 904 OF REGULATION S AND, WITH RESPECT TO (A) AND (B), EXERCISES SOLE INVESTMENT DISCRETION WITH RESPECT TO SUCH ACCOUNT, (2) AGREES FOR THE BENEFIT OF THE ISSUER THAT IT WILL NOT OFFER, SELL, PLEDGE OR OTHERWISE TRANSFER THIS SECURITY OR ANY BENEFICIAL INTEREST HEREIN, EXCEPT (A) (I) TO THE ISSUER OR ANY SUBSIDIARY THEREOF, (II) PURSUANT TO A REGISTRATION STATEMENT THAT HAS BECOME EFFECTIVE UNDER THE SECURITIES ACT, (III) TO A QUALIFIED INSTITUTIONAL BUYER IN COMPLIANCE WITH RULE 144A UNDER THE SECURITIES ACT, (IV) IN AN OFFSHORE TRANSACTION COMPLYING WITH THE REQUIREMENTS OF RULE 903 OR RULE 904 OF REGULATION S UNDER THE SECURITIES ACT AND SUBJECT TO ANY APPLICABLE 40-DAY DISTRIBUTION COMPLIANCE PERIOD IN ACCORDANCE WITH REGULAT...
TERMS AND CONDITIONS OF THE. Warranty (prepared by the Tenderer), provided that they shall apply to the extent they do not limit the rights of the Ordering Party described in the Specification, the Agreement and the Supply Agreement;
TERMS AND CONDITIONS OF THE. DEBENTURES Section 2.1 Designation, Denomination and Principal Amount . . . . . . . . . . . . . . . . . . . 5 Section 2.2 Maturity . . . . . . . . . . . . . . . . . . 5 Section 2.3 Global Debentures . . . . . . . . . . . . . . 5 Section 2.4 Interest . . . . . . . . . . . . . . . . . . 6 SECTION 2.5 Redemption . . . . . . . . . . . . . . . . . 7 Section 2.6 [Intentionally Omitted] . . . . . . . . . . . 7 Section 2.7
TERMS AND CONDITIONS OF THE. Payment Card mean this document, which sets forth the rights and obligations of Wallester and the Cardholder for the provision of services provided by Wallester to the Cardholder.
TERMS AND CONDITIONS OF THE. STOCK OPTION AGREEMENT
TERMS AND CONDITIONS OF THE. 2025 BONDS The following are the terms and conditions substantially in the form in which they will appear on the reverse of each of the definitive certificates evidencing the 2025 Bonds. The EUR750,000,000 zero coupon bonds due 2025 (the “Bonds”) of the Ministry of Finance of the People’s Republic of China (the “Ministry of Finance”) are the subject of a fiscal agency agreement dated on or about 25 November 2020 (the “Fiscal Agency Agreement”) between the Ministry of Finance and Bank of Communications Co., Ltd. Hong Kong Branch as the fiscal agent, principal paying agent, CMU lodging agent, transfer agent and registrar. The fiscal agent, principal paying agent, CMU lodging agent, transfer agent and registrar for the time being and the paying agents to be appointed by the Ministry of Finance in the future are referred to below respectively as the “Fiscal Agent”, the “Principal Paying Agent”, the “CMU Lodging Agent”, the “Transfer Agent”, the “Registrar” and the “Paying Agents” (which expression shall include the Fiscal Agent). The Fiscal Agency Agreement includes the form of the Bonds. Copies of the Fiscal Agency Agreement are available for inspection during normal business hours at the specified office of the Fiscal Agent. The holders of the Bonds are deemed to have notice of all the provisions of the Fiscal Agency Agreement applicable to them. Words and expressions defined in the Fiscal Agency Agreement shall have the same meanings where used in these terms and conditions (the “Conditions”) unless the context otherwise requires or unless otherwise stated.
TERMS AND CONDITIONS OF THE. NOTES The following are the Terms and Conditions of the Notes which will be incorporated by reference into each global Note and each definitive Note, in the latter case only if permitted by all legal and other relevant regulatory requirements and agreed by the Issuer and the relevant Dealer at the time of issue but, if not so permitted and agreed, such definitive Note will have endorsed thereon or attached thereto such Terms and Conditions. The applicable Pricing Supplement in relation to any Tranche of Notes may specify other terms and conditions which shall, to the extent so specified or to the extent inconsistent with the following Terms and Conditions, replace or modify the following Terms and Conditions for the purpose of such Notes. The applicable Pricing Supplement (or the relevant provisions thereof) will be endorsed upon, or attached to, each temporary global Note, permanent global Note and definitive Note. Reference should be made to "Form of the Notes" above for a description of the content of Pricing Supplements which will include the definitions of certain terms used in the following Terms and Conditions or specify which of such terms are to apply in relation to the relevant Notes. This Note is one of a Series (as defined below) of Notes issued by Countrywide Home Loans, Inc. (the "Issuer") constituted by a Trust Deed dated 1st May, 1998 (such Trust Deed as modified and/or supplemented and/or restated from time to time, the "Trust Deed") made between the Issuer, Countrywide Credit Industries, Inc. as guarantor (the "Guarantor") and Bankers Trustee Company Limited (the "Trustee", which expression shall include any successor as trustee). References herein to the "Notes" shall be references to the Notes of this Series and shall mean: (i) in relation to any Notes represented by a global Note, units of the lowest Specified Denomination in the Specified Currency; (ii) definitive Notes issued in exchange for a global Note; and (iii) any global Note. The Notes, the Receipts (as defined below) and the Coupons (as defined below) have the benefit of an Agency Agreement also dated 1st May, 1998 (such Agency Agreement as amended and/or supplemented and/or restated from time to time, the "Agency Agreement") and made between the Issuer, the Guarantor, Bankers Trust Company as issuing and principal paying agent and agent bank (the "Agent", which expression shall include any successor agent specified in the applicable Pricing Supplement), the other paying agen...
TERMS AND CONDITIONS OF THE. On-demand Deposit On-demand Deposit type: On-demand; On-demand Deposit date of effectiveness: [Date]; On-demand Deposit term: Indefinite term; Deposit Account number: [Number]; Servicing Account number for payment of On-demand Deposit: [Number]; Servicing Account number for payment of the Interest: [Number]; Amount and currency of the initial contribution: [Amount in figures and words and currency]; Minimum amount and currency of the On-demand Deposit: [Amount in figures and words and currency]; Maximum amount of the On-demand Deposit: [Amount in figures and words and currency]; On-demand Deposit withdrawal procedure: During the term of effectiveness of the On-demand Deposit, it is possible to withdraw the On-demand Deposit at any time, in accordance with the procedure established within the Bank; Size of the Interest Rate: 1 [Annual [in figures and words] %]; The amount to which the Interest is accrued: [Amount in figures and words and currency]; Interest accrual procedure: [condition]; Interest payment procedure: [periodicity of interest payment]; Interest withdrawal procedure: During the term of effectiveness of the On-demand Deposit, it is possible to withdraw the Interest at any time, in accordance with the procedure established within the Bank; Commission fee of service for the On-demand Deposit: [periodicity and figures and words and currency] Specific conditions: 2 [Deposit Account allows to perform the following bank transactions: a) to deposit amount; b) to pay in amount; c) to withdraw/transfer amount and d) to make conversion. Furthermore, in case of termination of the On-demand Deposit Agreement, the amount available on the Deposit Account and/or the accruable/payable Interest will be credited to the Servicing Account. If during the last reporting year the On-demand Deposit was equal to 0 (zero) and/or no bank transaction was carried out on the the Servicing Account, the Bank is authorized to terminate at its discretion and unilaterally the On-demand Deposit.] Special conditions: 3 [By signing/concluding the Agreement, the Depositor represents and warrants that: a) he/she is not an individual entrepreneur; b) he/she will not use the Deposit Account and Servicing Account for the entrepreneurial activity, as well as for any illegal activity.] Standard and Additional Terms and Conditions of the Agreement Standard Terms and Conditions of the Agreement are established by Annex No. 1 posted at the following website: xxx.xxxxxxxxxxxxx.xx, represent t...
TERMS AND CONDITIONS OF THE. CAPITATION AND QUALITY SCHEME 2
TERMS AND CONDITIONS OF THE offering The Boards of Directors of YIT and Lemminkäinen have, on June 19, 2017, agreed upon the combination of the two companies, entered into the Combination Agreement and signed the Merger Plan, according to which Lemminkäinen shall be merged into YIT through a statutory absorption merger in such a manner that all assets and liabilities of Lemminkäinen shall be transferred without a liquidation procedure to YIT. The Boards of Directors of YIT and Lemminkäinen have on July 27, 2017 proposed that the Extraordinary General Meetings of YIT and Lemminkäinen, both convened to be held on September 12, 2017, would resolve upon the Merger as set forth in the Merger Plan. The completion of the Merger is subject to, inter alia, approval by the Extraordinary General Meetings of YIT and Lemminkäinen, obtaining of necessary merger control approvals by the relevant competition authorities, fulfillment of other conditions to completion set forth in the Combination Agreement and the Merger Plan or waiver of such conditions. Furthermore, it is required for the completion of the Merger that the Combination Agreement has not been terminated in accordance with its provisions, and that the execution of the Merger is registered with the Trade Register. The execution of the Merger is intended to be registered with the Trade Register on or about November 1, 2017, or on January 1, 2018, at latest, as possible (i.e. on the Effective Date). Lemminkäinen shall automatically dissolve on the Effective Date. The shareholders of Lemminkäinen shall receive as Merger Consideration 3.6146 Merger Consideration Shares for each share owned by them in Lemminkäinen (i.e. the Merger Consideration Shares will be issued to the shareholders of Lemminkäinen in proportion to their existing shareholding in Lemminkäinen with a ratio of 3.6146:1). The allocation of the Merger Consideration is based on the shareholding in Lemminkäinen at the end of the last trading day preceding the Effective Date. The Merger Consideration will not be distributed to the treasury shares held by Lemminkäinen. On the date of this Offering Circular, the total number of the Merger Consideration Shares to be issued is expected to be 83,876,431 shares (excluding the treasury shares held by Lemminkäinen and assuming that none of the shareholders of Lemminkäinen demands redemption of his or her shares at the Extraordinary General Meeting of Lemminkäinen resolving on the Merger). In case the number of the Merger Consideration Sha...