as Indenture Trustee, Registrar, Transfer Agent, Paying Agent and Calculation AgentIndenture • December 8th, 2006 • Governor & Co of the Bank of Ireland • Commercial banks, nec • New York
OFLimited Liability Company Agreement • March 27th, 2006 • UBS Preferred Funding Trust VIII • National commercial banks • Delaware
REPRESENTING 1,200,000,000 COMMON SHARES (PAR VALUE NT$10 PER SHARE)Underwriting Agreement • May 8th, 2007 • Taiwan Semiconductor Manufacturing Co LTD • Semiconductors & related devices • New York
UBS AG TO U.S. BANK TRUST NATIONAL ASSOCIATION Trustee INDENTUREUBS Preferred Funding Trust VIII • March 27th, 2006 • National commercial banks • New York
NOMURA HOLDINGS, INC. (a joint stock corporation organized under the laws of Japan) [ ]% Senior Notes due 20[ ] UNDERWRITING AGREEMENTUnderwriting Agreement • February 19th, 2016 • Nomura Holdings Inc • Security brokers, dealers & flotation companies • New York
Nomura Holdings, Inc., a joint stock corporation with limited liability organized under the laws of Japan (the “Company”), confirms its agreement with each of the Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Nomura Securities International, Inc. is acting as representative (in such capacity, the “Representative”), with respect to the issue and sale by the Company and the purchase by the Underwriters outside Japan, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $[ ] aggregate principal amount of the Company’s [ ]% Senior Notes due 20[ ] (the “Securities”). The Securities are to be issued pursuant to an indenture to be dated on or around [ ] (the “Indenture”) between the Company and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”). The Securities will be issued in book-entry f
ANDIndenture • March 7th, 2013 • Cnooc LTD • Crude petroleum & natural gas • New York
DEPOSIT AGREEMENT by and among AZUL S.A. CITIBANK, N.A., as Depositary, and THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of April 7, 2017Deposit Agreement • June 25th, 2018 • Azul Sa • Air transportation, scheduled • New York
DEPOSIT AGREEMENT, dated as of April 7, 2017, by and among (i) Azul S.A., a sociedade por ações organized under the laws of the Federative Republic of Brazil, and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America acting in its capacity as depositary, and any successor depositary hereunder (the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).
OFTrust Agreement • March 27th, 2006 • UBS Preferred Funding Trust VIII • National commercial banks • Delaware
ORBOTECH LTD. [ ] Ordinary Shares Form of Equity Securities Underwriting AgreementOrbotech LTD • June 9th, 2016 • Industrial instruments for measurement, display, and control • New York
Orbotech Ltd., an Israeli company (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ] Ordinary Shares, New Israeli Shekels 0.14 nominal (par) value per share, of the Company (the “Ordinary Shares” and, with respect to the [ ] Ordinary Shares sold hereunder, the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [ ] Ordinary Shares of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The Ordinary Shares of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
SUZANO PAPEL E CELULOSE S.A. AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Amended and Restated Deposit Agreement December 10, 2018Deposit Agreement • September 18th, 2020 • Suzano S.A. • Paper mills • New York
AMENDED AND RESTATED DEPOSIT AGREEMENT dated as of December 10, 2018 among SUZANO PAPEL E CELULOSE S.A., a company incorporated under the laws of Brazil (herein called the Company), THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as hereinafter defined) from time to time of American Depositary Shares issued hereunder.
ALLIED IRISH BANKS, p.l.c. AND THE BANK OF NEW YORK As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement Dated as ofDeposit Agreement • June 2nd, 2008 • Allied Irish Banks PLC • Commercial banks, nec • New York
DEPOSIT AGREEMENT dated as of , 2008, among Allied Irish Banks, p.l.c., incorporated under the laws of Ireland (herein called the Company), THE BANK OF NEW YORK, a New York banking corporation (herein called the Depositary), and all Owners and Holders from time to time of American Depositary Shares issued hereunder.
INDENTURE Dated as of Between IQIYI, INC. as Company and CITIBANK, N.A. as Trustee DEBT SECURITIESIndenture • December 15th, 2020 • iQIYI, Inc. • Services-video tape rental • New York
INDENTURE dated as of [•], between iQIYI, Inc., an exempted company incorporated in the Cayman Islands (the “Company”), and Citibank, N.A., as trustee (the “Trustee”).
ARTICLE II TRUST INDENTURE ACTUBS Preferred Funding Trust VIII • March 27th, 2006 • National commercial banks • New York
ARTICLE II TRUST INDENTURE ACTUBS Preferred Funding Trust VIII • March 27th, 2006 • National commercial banks • New York
DRYSHIPS INC. INDENTUREDryShips Inc. • October 5th, 2007 • Deep sea foreign transportation of freight • New York
LLOYDS TSB GROUP PLC and THE BANK OF NEW YORKDeposit Agreement • June 15th, 2007 • Lloyds TSB Group PLC • Commercial banks, nec • New York
DEPOSIT AGREEMENT dated as of _______, 2007 among LLOYDS TSB GROUP PLC, a public limited company incorporated under the laws of Scotland (herein called the “Company”), THE BANK OF NEW YORK, a New York banking corporation (herein called the “Depositary”), and all Owners and Beneficial Owners from time to time of American Depositary Shares issued hereunder.
Exhibit 4.15 FORM OF STANDBY PURCHASE AGREEMENT Dated as of [_____]Purchase Agreement • December 18th, 2006 • Petrobras International Finance Co • Crude petroleum & natural gas • New York
Supplement to Indenture Dated as of November 21, 2000Indenture • March 27th, 2006 • UBS Preferred Funding Trust VIII • National commercial banks • New York
INDENTUREIndenture • June 30th, 2008 • LDK Solar Co., Ltd. • Semiconductors & related devices • New York
Reconciliation and tie between Trust Indenture Act of 1939 and Indenture*MorphoSys AG • November 16th, 2023 • Pharmaceutical preparations • New York
WHEREAS, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of unsecured debentures, notes, bonds or other evidences of indebtedness (the “Securities”) in an unlimited aggregate principal amount to be issued from time to time in one or more series as provided in this Indenture; and
DEPOSIT AGREEMENT by and among NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC. as Issuer AND DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY...Deposit Agreement • October 23rd, 2020 • New Oriental Education & Technology Group Inc. • Services-educational services • New York
OPEN MARKET SALE AGREEMENTSMAffimed N.V. • November 10th, 2021 • Pharmaceutical preparations • New York
Sanofi Debt Securities Underwriting Agreement Standard ProvisionsUnderwriting Agreement • July 30th, 2021 • Sanofi • Pharmaceutical preparations • New York
CTRIP.COM INTERNATIONAL, LTD. AND THE BANK OF NEW YORK as Depositary AND OWNERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY RECEIPTS Deposit Agreement Dated as of December 8, 2003 Amended and Restated as of August 11, 2006Deposit Agreement • August 6th, 2007 • Ctrip Com International LTD • Services-business services, nec • New York
The Bank of New York as depositary (hereinafter called the “Depositary”), hereby certifies that , or registered assigns IS THE OWNER OF
TAKEDA PHARMACEUTICAL COMPANY LIMITED [ ]% Notes due [ ] FORM OF UNDERWRITING AGREEMENT [Name(s) of Representatives] Underwriting AgreementUnderwriting Agreement • June 24th, 2020 • Takeda Pharmaceutical Co LTD • Pharmaceutical preparations • New York
The Notes will be issued pursuant to an indenture, [to be] dated as of [ ], 20[ ] (the “[Base] Indenture”), between the Company and The Bank of New Mellon, as trustee (the “Trustee”). [Certain terms of the Notes will be established pursuant to [an Officer’s Certificate] [a supplemental indenture (the “Supplemental Indenture”)] to the Base Indenture (together with the Base Indenture, the “Indenture”).] [[The Notes will be issued in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”), pursuant to a Letter of Representations, to be dated on or before the Closing Date (as defined in Section 2 below) (the “DTC Agreement”), between the Company and the Depositary.] [or] [Global securities representing the Notes shall be deposited with, or on behalf of, [ ] (the “Common Depositary”), a common depositary for Euroclear Bank SA/NV as operator of the Euroclear system or any successor clearing agency (“Euroclear”), and Clearstream Banking S.A., a
Exhibit 1.1 THE GOVERNOR AND COMPANY OF THE BANK OF IRELAND Medium Term Notes DISTRIBUTION AGREEMENTTerms Agreement • December 8th, 2006 • Governor & Co of the Bank of Ireland • Commercial banks, nec • New York
NEXEN INC.Supplemental Indenture • March 7th, 2013 • Cnooc LTD • Crude petroleum & natural gas
ORANGE (a French société anonyme) $[•] [•]% Notes due 20[•] PURCHASE AGREEMENTPurchase Agreement • December 7th, 2023 • Orange • Telephone communications (no radiotelephone) • New York
Orange, a French société anonyme (the "Company"), confirms its agreement with [•] and [•], and each of the other underwriters named in Schedule A hereto. (collectively, the "Underwriters," which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof)[for whom [•] and [•][is][are] acting as representative[s] (in such capacity the "Representative[s]")], with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule A of $[•] aggregate principal amount of the Company’s [•]% Notes due 20[•] (the "Securities"). The Securities are to be issued pursuant to an indenture to be dated as of [•], (the "Indenture") between the Company and [The Bank of New York Mellon], as trustee (the "Trustee"). The term "Indenture," as used herein, includes the Officer’s Certificate (as defined in the Indenture) or any supplemental indenture establishing th
Page ---- ARTICLE I DEFINITIONS Section 1.01. Definitions....................................................... 1 ARTICLE II TRUST INDENTURE ACTTrust Agreement • March 27th, 2006 • UBS Preferred Funding Trust VIII • National commercial banks • Delaware
Koninklijke Philips N.V. Form of Underwriting Agreement $[—] of [—] % Notes due [—] $[—] of [—] % Notes due [—]Koninklijke Philips Nv • February 24th, 2015 • Electronic & other electrical equipment (no computer equip) • New York
Koninklijke Philips N.V., a limited liability company incorporated in The Netherlands (the “Company”) having its registered corporate office in Amsterdam, The Netherlands, proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the principal amount of its securities identified in Schedule I hereto (the “Securities”), to be issued under an indenture (the “Base Indenture”) dated as of March 11, 2008, between the Company and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”), as amended and supplemented pursuant to a supplemental indenture dated March 9, 2012 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item
IMMUNOCORE HOLDINGS PLC and _____________, As Warrant Agent Form of Debt Securities Warrant Agreement Dated As Of __________Debt Securities Warrant Agreement • April 4th, 2022 • Immunocore Holdings PLC • Biological products, (no disgnostic substances) • New York
This Debt Securities Warrant Agreement (this “Agreement”), dated as of [●], between Immunocore Holdings plc, a public limited company incorporated under the laws of England and Wales under company number 13119746 and having its registered office at 92 Park Drive, Milton Park, Abingdon, Oxfordshire, United Kingdom, OX14 4RY (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
SECOND AMENDED AND RESTATED DEPOSIT AGREEMENT by and among ENERSIS S.A. AND CITIBANK, N.A., as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of September 30, 2010Deposit Agreement • February 25th, 2013 • Enersis S.A. • Electric services • Delaware
SECOND AMENDED AND RESTATED DEPOSIT AGREEMENT, dated as of September 30, 2010 among ENERSIS S.A., a sociedad anónima abierta organized and existing under the laws of the Republic of Chile (herein called the “Company”), CITIBANK, N.A., a national banking association organized and existing under the laws of the United States of America (herein called the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares issued hereunder (such capitalized terms as hereinafter defined), amending and restating the Amended and Restated Deposit Agreement dated as of June 1, 1994, among the Company, the Depositary and all Holders (the “Original Agreement”).
Fomento Económico Mexicano, S.A.B. de C.V., as Issuer and The Bank of New York Mellon, as Trustee, Security Registrar, Paying Agent and Transfer Agent INDENTURE Dated as of April 8, 2013 Debt SecuritiesIndenture • April 9th, 2013 • Mexican Economic Development Inc • Bottled & canned soft drinks & carbonated waters • New York
ARTICLE III PURPOSE AND POWERS OF THE COMPANY; BY-LAWS; SUPPORT AGREEMENTAdministration Agreement • March 27th, 2006 • UBS Preferred Funding Trust VIII • National commercial banks • Delaware
Dated as of [·], 2017Indenture • November 9th, 2017 • Fibria Overseas Finance Ltd. • Paper mills • New York
INDENTURE, dated as of [·], 2017, between FIBRIA CELULOSE S.A., a corporation (sociedade anônima) organized under the laws of the Federative Republic of Brazil (the “Company”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as trustee (in such capacity, the “Trustee”), registrar, paying agent and transfer agent.
