The Global Clause Samples

The Global. MBA is a 16-month, full-time program that begins at the end of February.

The Global. Eighth Issuer Notes shall be printed or typed in the form or substantially in the respective forms set out in Schedule 1 and may be executed in facsimile. Each Global Eighth Issuer Note shall represent such of the outstanding Eighth Issuer Notes of the relevant class as shall be specified therein and each shall provide that it shall represent the aggregate Principal Amount Outstanding of the relevant class of Eighth Issuer Notes from time to time endorsed thereon and that the aggregate Principal Amount Outstanding of the Eighth Issuer Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges, redemptions, purchases and transfers of interests therein in accordance with the terms of this Deed and the Eighth Issuer Paying Agent and Agent Bank Agreement. Any endorsement of a Global Eighth Issuer Note to reflect the amount of any increase or decrease in the Principal Amount Outstanding of the Eighth Issuer Notes represented thereby shall be made by the Registrar in accordance with Clause 5. Title to the Global Eighth Issuer Notes shall pass by and upon the registration in the Register in respect thereof in accordance with the provisions of these presents. The Global Eighth Issuer Notes shall be issuable only in registered form, without coupons or talons and signed manually by a person duly authorised by the Eighth Issuer on behalf of the Eighth Issuer and shall be authenticated by or on behalf of the Principal Paying Agent. The Global Eighth Issuer Notes so executed and authenticated shall be binding and valid obligations of the Eighth Issuer, notwithstanding that such duly authorised person no longer holds that office at the time the Principal Paying Agent authenticates the relevant Global Eighth Issuer Note.

The Global. Eighth Issuer Notes shall be issued by the Eighth Issuer to Cede & Co., as nominee for DTC, in respect of each Dollar Global Eighth Issuer Note and to Chase Nominees Limited, as nominee for the Common Depositary, in respect of each Reg S Global Eighth Issuer Note, on terms that Cede & Co. and the Common Depositary shall hold the same for the account of the persons who would otherwise be entitled to receive the Eighth Issuer Notes in definitive registered form (the DEFINITIVE EIGHTH ISSUER NOTES) (as notified to DTC and the Common Depositary by Chase Nominees Limited, on behalf of the Managers of the issue of the Eighth Issuer Notes) and the successors in title to such persons appearing in the records of DTC, Euroclear and Clearstream, Luxembourg for the time being. Upon the issuance of each such Global Eighth Issuer Notes to Cede & Co. and the Common Depositary, DTC, Euroclear and Clearstream, Luxembourg shall credit, on their respective internal book-entry registration and transfer systems, the accounts of holders of Book-Entry Interests with the respective interests owned by such Noteholders.

The Global. Second Issuer Notes shall be issued by the Second Issuer to Cede & Co., as nominee for DTC, in respect of each Dollar Global Second Issuer Note and to Citivic Nominees Limited, as nominee for the Common Depositary, in respect of each Reg S Global Second Issuer Note, on terms that Cede & Co. and Citivic Nominees Limited shall, respectively, hold the same for the account of the persons who would otherwise be entitled to receive the Definitive Second Issuer Notes and the successors in title to such persons appearing in the records of DTC, Euroclear and Clearstream, Luxembourg for the time being. Upon the issuance of each such Global Second Issuer Notes, DTC, Euroclear and Clearstream, Luxembourg shall credit, on their respective internal book-entry registration and transfer systems, the accounts of holders of Book-Entry Interests with the respective interests owned by such Noteholders.

The Global. Majority Lenders may agree, acting reasonably, to a shorter notice period for a voluntary prepayment or a voluntary cancellation in respect of the Global Facility.

The Global. Trust Manager represents and warrants to the Issuer Trustee and the Liquidity Facility Provider as follows: (a) (incorporation) it is validly incorporated and existing under the laws pursuant to which it purports to have been incorporated; (b) (corporate power) it has the corporate power to own its assets and to carry on its business as it is now being conducted and as proposed to be conducted under this agreement and under each of the Transaction Documents to which it is a party; (c) (power) it has full power and authority to enter into and perform its obligations under this agreement and each of the Transaction Documents to which it is a party; (d) (all action taken) it has taken all necessary internal corporate action to authorise the execution, delivery and performance of this agreement and each of the Transaction Documents to which it is a party in accordance with their respective terms and no additional approval or consent of any person is required; (e) (validity of obligations) this agreement and each of the Transaction Documents to which it is a party constitute legal, valid and binding obligations of it and, subject to any necessary stamping and registration and to doctrines of equity and laws and defences generally affecting creditors' rights, are enforceable in accordance with their respective terms; (f) (no violation) the execution, delivery and performance by it of this agreement and each of the Transaction Documents to which it is a party does not and will not violate in any respect any material provision of: (i) any law, regulation, authorisation, ruling, consent, judgement, order or decree of any Governmental Agency; or (ii) its constitution;

The Global. Trust Manager represents and warrants to the Issuer Trustee and the Redraw Facility Provider as follows: (a) (incorporation) it is validly incorporated and existing under the laws pursuant to which it purports to have been incorporated; (b) (corporate power) it has the corporate power to own its assets and to carry on its business as it is now being conducted and as proposed to be conducted under this agreement and under each of the Transaction Documents to which it is a party; (c) (power) it has full power and authority to enter into and perform its obligations under this agreement and each of the Transaction Documents to which it is a party;