Exchange Agent Agreement Sample Contracts

EXHIBIT 99.6 EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • July 20th, 2006 • American International Group Inc • Fire, marine & casualty insurance • New York
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EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • November 20th, 2015 • Twenty-First Century Fox, Inc. • Cable & other pay television services • New York

21st Century Fox America, Inc., a Delaware corporation (the “Company”), proposes to make an offer (the “Exchange Offer”) to exchange up to US$600,000,000 aggregate principal amount of its 3.700% Senior Notes due 2025 and up to US$400,000,000 aggregate principal amount of its 4.950% Senior Notes due 2045 (collectively, the “Old Securities”) for like amounts of its 3.700% Senior Notes due 2025 and its 4.950% Senior Notes due 2045 (collectively, the “New Securities”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, dated (the “Prospectus”), proposed to be distributed to all record holders of the Old Securities. The Old Securities and the New Securities are collectively referred to herein as the “Securities”.

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • April 21st, 2014 • Trans-Serve, Inc. • Railroads, line-haul operating • New York

The Kansas City Southern Railway Company, a Missouri corporation (the “Company”), proposes (i) to make an offer (the “2043 Notes Exchange Offer”) to exchange up to $450,000,000 aggregate principal amount of its 4.30% Senior Notes due 2043 (the “2043 Exchange Notes”) for an equal aggregate principal amount of its outstanding 4.30% Senior Notes due 2043 (the “2043 Old Notes”) and (ii) to make an offer (the “2023 Notes Exchange Offer” and, together with the 2043 Notes Exchange Offer, the “Exchange Offers”) to exchange up to $200,000,000 aggregate principal amount of its 3.85% Senior Notes due 2023 (the “2023 Exchange Notes” and, together with the 2043 Exchange Notes, the “Exchange Notes”) for an equal aggregate principal amount of its outstanding 3.85% Senior Notes due 2023 (the “2023 Old Notes” and, together with the 2043 Old Notes, the “Old Notes”). The terms and conditions of the Exchange Offers as currently contemplated are set forth in a prospectus (the “Prospectus”) included in the

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • September 19th, 2011 • SAIC, Inc. • Services-computer integrated systems design • New York

SAIC, Inc. a Delaware corporation (the “Company”) proposes to make an offer (the “Exchange Offer”) to (i) exchange all of its outstanding 4.450% Notes Due 2020 (the “Old 2020 Notes “) for its new 4.450% Notes Due 2020 (the “New 2020 Notes”) and (ii) exchange all of its outstanding 5.950% Notes Due 2040 (the “Old 2040 Notes”) for its new 5.950% Notes Due 2040 (the “New 2040 Notes). The Old 2020 Notes and the Old 2040 Notes are collectively referred to herein as “the Old Notes.” The New 2020 Notes and the New 2040 Notes are collectively referred to herein as “the New Notes.”The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, dated (the “Prospectus”), proposed to be distributed to all record holders of the Old Notes. The Old Notes and the New Notes are collectively referred to herein as the “Notes”.

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • June 18th, 2010 • Alion - IPS Corp • Services-engineering services • New York

Alion Science and Technology Corporation (the “Company”), proposes to make an offer (the “Exchange Offer”) to exchange its 12% Senior Secured Notes due 2014, (the “New Notes”) that have been registered under the Securities Act of 1933, as amended, for a like principal amount of its outstanding 12% Senior Secured Notes due 2014, (the “Old Notes”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus (the “Prospectus”, included in the Company’s registration statement on Form S-4 (File No. 333- ) as amended (the “Registration Statement”)) filed with the Securities and Exchange Commission (the “SEC”), and proposed to be distributed to all record holders of the Old Notes. The Old Notes and the New Notes are collectively referred to in this Exchange Agent Agreement (this “Agreement”) as the “Notes” or the “Securities.” Capitalized terms used herein and not defined shall have the respective meanings ascribed to them in the Registration Stateme

FORM OF EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • July 2nd, 2010 • Telefonos De Mexico S a B De C V • Radiotelephone communications • New York

Teléfonos de México, S.A.B. de C.V. (the “Company”) proposes to make an offer to exchange (the “Exchange Offer”) an aggregate principal amount of up to U.S.$500,000,000 of the Company’s 5.500% Senior Notes Due 2019 (the “Exchange Notes”), which have been registered under the Securities Act of 1933, as amended (the “Act”), for a like principal amount of the Company’s outstanding 5.500% Senior Notes Due 2019 (the “Old Notes”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus (the “Prospectus”) included in the Company’s registration statement on Form F-4 (File No. 333- . ), as amended (the “Registration Statement”), filed with the Securities and Exchange Commission and proposed to be distributed to all record holders of the Old Notes. The Old Notes and the Exchange Notes are collectively referred to herein as the “Notes.” Capitalized terms used herein and not defined shall have the respective meanings ascribed to them in the Prospectus

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • July 20th, 2021 • Iip-Nj 2 LLC • Real estate • New York

This Exchange Agent Agreement (this “Agreement”) is entered into as of this day of , 2021 by and between IIP Operating Partnership, LP, a Delaware limited partnership (the “Company”), and GLAS TRUST COMPANY LLC, a limited liability company organized and existing under the laws of the State of New Hampshire (hereinafter referred to from time to time as “GLAS” or the “Exchange Agent”).

EXCHANGE AGENT AGREEMENT (Pharmaceutical HOLDRS Trust)
Exchange Agent Agreement • September 30th, 2011 • Market Vectors Etf Trust • New York

THIS EXCHANGE AGENT AGREEMENT (Pharmaceutical HOLDRs Trust) (this “Agreement”) between Market Vectors ETF Trust, a Delaware statutory trust (the “Offeror”), Van Eck Associates Corporation, a Delaware corporation (the “Parent”), and The Bank of New York Mellon, a New York banking corporation (the “Agent”), is dated as of _______________, 2011.

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • May 3rd, 2010 • DIRECTV Programming Holdings I, Inc. • Cable & other pay television services • New York

The Bank of New York Mellon Trust Company, N.A. 700 South Flower Street Los Angeles, California 90017 Attention: Corporate Trust Administration

FORM OF EXCHANGE AGENT AGREEMENT]
Exchange Agent Agreement • January 26th, 2007 • Intelsat Subsidiary Holding Company, Ltd. • Communications services, nec • New York
EXHIBIT 99.11 EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • December 14th, 2004 • Patersons Pharmacies Ltd. • Retail-drug stores and proprietary stores • New York
EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • September 6th, 2006 • Nevada Power Co • Electric services • New York

Nevada Power Company, a corporation organized and existing under the laws of the State of Nevada (the “Company”), proposes to make offers (each, an “Exchange Offer” and, collectively, the “Exchange Offers”) to exchange all of its outstanding (a) 5.95% General and Refunding Mortgage Notes, Series M, due 2016 (the “Series M Old Notes”), (b) 6.650% General and Refunding Mortgage Notes, Series N, due 2036 (the “Series N Old Notes”), and (c) 6.50% General and Refunding Mortgage Notes, Series O, due 2018 (the “Series O Old Notes” and together with the Series M Old Notes and the Series N Old Notes, the “Old Notes”) (not registered under the Securities Act of 1933, as amended (the “Securities Act”)) for the corresponding series of its (x) 5.95% General and Refunding Mortgage Notes, Series M, due 2016 (the “Series M New Notes”), (y) 6.650% General and Refunding Mortgage Notes, Series N, due 2036 (the “Series N New Notes”), and (z) 6.50% General and Refunding Mortgage Notes, Series O, due 2018 (

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • August 30th, 2013 • Healthcare Trust of America, Inc. • Real estate investment trusts • New York

Healthcare Trust of America Holdings, LP, a Delaware limited partnership (the “Company”), proposes to make an offer (the “Exchange Offer”) to exchange up to $300.0 million aggregate principal amount of registered 3.70% Senior Notes due 2023 (the “Exchange Notes”) for an equal aggregate principal amount of its outstanding unregistered 3.70% Senior Notes due 2023 (the “Existing Notes”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus (the “Prospectus”) included in the Company’s registration statement on Form S-4 (File No ._____) (the “Registration Statement”) filed with the Securities and Exchange Commission (the “SEC”) on ______ , 2013, as it may be amended from time to time. The Existing Notes and the Exchange Notes are collectively referred to in this Exchange Agent Agreement (this “Agreement”) as the “Notes” or the “Securities.” Capitalized terms used herein and not defined shall have the respective meanings ascribed to them in t

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • October 13th, 2010 • Cobrew SA/NV • Malt beverages • New York

Anheuser-Busch InBev Worldwide Inc., a Delaware corporation (the “Issuer”) proposes to make offers (each, an “Exchange Offer” and collectively, the “Exchange Offers”) to exchange up to $1,250,000,000 of its outstanding 7.20% Notes due 2014, $2,500,000,000 of its outstanding 7.75% Notes due 2019, $1,250,000,000 of its outstanding 8.20% Notes due 2039, $1,550,000,000 of its outstanding 5.375% Notes due 2014, $1,000,000,000 of its outstanding 6.875% Notes due 2019 and $450,000,000 of its outstanding 8.000% Notes due 2039 (the “Old Securities”), for up to $1,250,000,000 of its 7.200% Notes due 2014, $2,500,000,000 of its 7.750% Notes due 2019, $1,250,000,000 of its 8.200% Notes due 2039, $1,550,000,000 of its 5.375% Notes due 2014, $1,000,000,000 of its 6.875% Notes due 2019 and $450,000,000 of its 8.000% Notes due 2039 (the “New Securities”), which have been registered under the Securities Act of 1933, as amended, respectively, and, in each case, are guaranteed by Anheuser-Busch InBev NV/

EXHIBIT 99.5 EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • April 26th, 2001 • Airplanes Us Trust • Asset-backed securities • New York
EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • October 6th, 2005 • Donnelley R R & Sons Co • Commercial printing • New York

THIS EXCHANGE AGENT AGREEMENT (this “Agreement”) is made and entered into as of , 2005, by and between R. R. Donnelley & Sons Company, a Delaware corporation (the “Issuer”), and LaSalle Bank National Association, a national banking association, as exchange agent (the “Exchange Agent”).

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • March 7th, 2003 • Sinclair Television Co Ii Inc • Television broadcasting stations • Maryland

Sinclair Broadcast Group, Inc., a Maryland corporation, as Depositor ("the Company") hereby appoints Wachovia Bank, National Association (formerly First Union National Bank) ("Wachovia") to act as exchange agent (the "Exchange Agent") in connection with an exchange offer (the "Exchange Offer") by the Company to exchange up to $250,000,000 aggregate Principal amount of the Company's 8% Senior Subordinated Notes due 2012 (the "Exchange Notes"), which have been registered under the Securities Act of 1933, as amended (the "Securities Act"), for a like aggregate Principal amount of the Company's outstanding 8% Senior Subordinated Notes due 2012 (the "Original Notes" and, together with the Exchange Notes, the "Notes").

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EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • May 13th, 2011 • Mobile Radio Dipsa • Asset-backed securities • New York

América Móvil, S.A.B. de C.V. (the “Company”) proposes to make an offer to exchange (the “Exchange Offer”) up to an aggregate principal amount of U.S.$238,814,000 of its 5.750% Senior Notes due 2015 and up to an aggregate principal amount of U.S.$124,815,000 of its 5.000% Senior Notes due 2020 (such notes offered within the Exchange Offer, collectively, the “Exchange Notes”), which have been registered under the Securities Act of 1933, as amended (the “Act”), for a like principal amount of its outstanding unregistered 5.750% Senior Notes due 2015 and a like principal amount of its outstanding unregistered 5.000% Senior Notes due 2020 (such outstanding unregistered notes, collectively, the “Original Notes”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus (the “Prospectus”) included in the Company’s registration statement on Form F-4 (File No. 333-168132), as amended (the “Registration Statement”), filed with the Securities and Exch

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • August 8th, 2007 • Macro Bank Inc. • Commercial banks, nec • New York

Banco Macro S.A. a corporation organized under the laws of Argentina (the “Company”) proposes to make an offer (the “Exchange Offer”) to exchange all of its outstanding 8.50% Notes due 2017 (the “Old Securities”) for its registered 8.50% Notes due 2017 (the “New Securities”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, dated August , 2007 (the “Prospectus”), proposed to be distributed to all record holders of the Old Securities. The Old Securities and the New Securities are collectively referred to herein as the “Securities”.

RECITALS
Exchange Agent Agreement • July 23rd, 1999 • St Louis Gaming Co • Services-amusement & recreation services • Texas
EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • April 14th, 2005 • Stats Chippac (Barbados) Ltd. • Semiconductors & related devices • New York

STATS ChipPAC Ltd., a company incorporated under the laws of the Republic of Singapore (the “Company”) proposes to make an offer (the “Exchange Offer”) to exchange an aggregate principal amount at maturity of up to $215,000,000 of its 63/4% Senior Notes due 2011 issued on November 18, 2004 which have not been registered under the Securities Act (the “Old Securities”) for its 63/4% Senior Notes due 2011 registered under the Securities Act (the “New Securities”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, dated , 2005 (the “Prospectus”), proposed to be distributed to all record holders of the Old Securities. The Old Securities and the New Securities are collectively referred to herein as the “Securities”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed thereto in the Prospectus.

FORM OF EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • June 17th, 2003 • Telefonica of Argentina Inc • Telephone communications (no radiotelephone) • New York

Telefónica de Argentina S.A., an Argentine corporation (the “Company”), proposes to make offers (the “Exchange Offers”) to exchange (i) for the existing 8.85% Series A Notes due 2004 of Compañía Internacional de Telecomunicaciones S.A. (“Cointel”) (the “Existing Series A Notes”), its U.S. dollar denominated 8.85% Notes due 2011 (the “New 2011 Notes”), plus cash, and (ii) for Cointel’s existing 10 3/8% Series B Notes due 2004 (the “Existing Series B Notes” and together with the Existing Series A Notes, the “Existing Cointel Notes”), its New 2011 Notes or its Argentine peso-denominated Conversion Notes due 2011 (the “Conversion Notes”), plus cash. The Existing Series A Notes and the Existing Series B Notes are together known as the “Old Securities.” The New 2011 Notes and the Conversion Notes registered under the Securities Act of 1933 are together known as the “New Securities”. The terms and conditions of the Exchange Offers as currently contemplated are set forth in a prospectus dated

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • November 4th, 2005 • Ensource Energy Income Fund LP • Crude petroleum & natural gas • Delaware

Ensource Energy Income Fund LP, a Delaware limited partnership (“Ensource”), pursuant to a Registration Statement on Form S-4 (Reg. No. 333-126068) (the “Registration Statement”), proposes to effect an exchange offer pursuant to which each depositary unit (the “Depositary Units”) of Eastern American Natural Gas Trust (“NGT”) tendered and not properly withdrawn and accepted for exchange pursuant to this Agreement and the Registration Statement (the “Exchange Offer”) will be exchanged for one common unit of Ensource (the “Common Units”) and a proportionate share of a special cash distribution of $5.9 million (the “Special Cash Distribution”). Subsequent to the Exchange Offer, Ensource proposes to effect a second-step merger in which NGT will be merged with and into Ensource, with Ensource as the surviving entity (the “Merger”). Pursuant to the Merger, the outstanding trust units of NGT (the “Trust Units”) shall be cancelled and shall represent the right to receive 0.4 Common Units for ea

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • June 9th, 2004 • Wh Capital Corp • Wholesale-drugs, proprietaries & druggists' sundries • New York

WH Holdings (Cayman Islands) Ltd., a Cayman Islands exempted limited liability Issuers and WH Capital Corporation, a Nevada corporation (the "Issuers"), propose to make an offer (the "Exchange Offer") to exchange all of their outstanding 91/2% Outstanding Notes due 2011 (the "Outstanding Notes") for their 91/2% New Notes due 2011 (the "New Notes"). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, dated June 9, 2004 (the "Prospectus"), proposed to be distributed to all record holders of the Outstanding Notes. The Outstanding Notes and the New Notes are collectively referred to herein as the "Securities".

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • August 1st, 2007 • Securus Technologies, Inc. • Communications services, nec • New York

Securus Technologies, Inc., a Delaware corporation (the “Company”) proposes to make an offer (the “Exchange Offer”) to exchange all of its outstanding 11% Second-priority Senior Secured Notes due 2011 issued in a private placement on June 29, 2007 (the “2007 Notes”) for its 11% Second-priority Senior Secured Notes due 2011 (the “2007 Exchange Notes”) and $268,000 principal amount of its outstanding 11% Second-priority Senior Secured Notes due 2011 issued in a private placement on September 9, 2004 (the “2004 Notes”, and together with the 2007 Notes, the “Old Securities”) for its 11% Second-priority Senior Secured Notes due 2011 (the “2004 Exchange Notes, and together with the 2007 Exchange Notes, the “New Securities”). 2007 Exchange Notes will be issued under new CUSIP numbers and 2004 Exchange Notes will be issued under CUSIP numbers ____________ and ____________. The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, dated August ___,

EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • August 21st, 2006 • Lennar Corp /New/ • General bldg contractors - residential bldgs • New York

Lennar Corporation, a Delaware corporation (the “Company”) proposes to make an offer (the “Exchange Offer”) to exchange up to $250,000,000 aggregate principal amount of its Series B 5.95% Senior Notes due 2011 (the “Outstanding Notes), for a like principal amount of its outstanding Series A 5.95% Senior Notes due 2011 ( the “Exchange Notes”). The terms and conditions of the Exchange Offer are set forth in a prospectus (the “Prospectus”), included in the Company’s Registration Statement on Form S-4 (the “Registration Statement”), filed with the Securities and Exchange Commission (the “SEC”) that the Company proposes to distribute to all record holders of the Outstanding Notes. The Outstanding Notes and the Exchange Notes are collectively referred to as the “Securities.”

EXCHANGE AGENT AGREEMENT (this “Agreement”)
Exchange Agent Agreement • October 27th, 2010 • Odyssey HealthCare of Marion County, Inc. • Services-nursing & personal care facilities • New York

Gentiva Health Services, Inc., a Delaware corporation (the “Company”), proposes to make an offer (the “Exchange Offer”) to exchange all of its outstanding 11.5% Senior Notes due 2018 (the “Unregistered Securities”) for its 11.5% Senior Notes due 2018 (the “Registered Securities” and together with the Unregistered Securities, “Securities”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, to be dated on or about , 2010 (the “Prospectus”), proposed to be distributed to all record holders of the Unregistered Securities. The Unregistered Securities and the Registered Securities are collectively referred to herein as the “Securities.”

April [ ], 1999
Exchange Agent Agreement • April 13th, 1999 • Metrocall Inc • Radiotelephone communications • Delaware
EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • January 30th, 2007 • Petro-Rentals, INC • Oil & gas field services, nec • New York

Allis-Chalmers Energy Inc., a corporation organized under the laws the State of Delaware (the “Company”), proposes to make an offer (the “Exchange Offer”) to exchange up to $250,000,000 aggregate principal amount of its 8.5% Senior Notes due 2017 (the “New Notes”) for a like aggregate principal amount of its outstanding 8.5% Senior Notes due 2017 (the “Old Notes”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus (the “Prospectus”) included in the Company’s registration statement on Form S-4 (File No. 333- ) (the “Registration Statement”) filed with the Securities and Exchange Commission, and proposed to be distributed to all record holders of the Old Notes. The Old Notes and the New Notes are collectively referred to herein as the “Notes.” Capitalized terms used herein and not defined shall have the respective meanings ascribed to them in the Prospectus or the accompanying Letter of Transmittal. This Exchange Agent Agreement is her

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