Exchange Agency Agreement definition

Exchange Agency Agreement. “ has the meaning given to it in clause 1.12;
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Exchange Agency Agreement means Ethos Private Equity Proprietary Limited, registration number 2004/003984/07, a company incorporated under the laws of South Africa and with its registered address at 35 Fricker Road, Illovo, Johannesburg, 2196;means the exchange agency agreement relating to the Exchangeable Bonds entered into on 13 December 2021, between BIH and the Exchange Agent;
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Exchange Agency Agreement has the meaning set forth in Section 2.08(a).
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Examples of Exchange Agency Agreement in a sentence

  • Notwithstanding any other provision of these Conditions, a Permitted Cessation of Business shall not result in a breach of undertaking, constitute an Event of Default or otherwise result in any breach of any provision of these Conditions, the Exchange Agency Agreement, the Bondholder Representative Deed or the Deed Poll.

  • Subject to the provisions of the Exchange Agency Agreement, the determination of the Exchange Agent shall be binding as to whether an Election shall have been properly made or revoked pursuant to this Section 2.01(g) with respect to shares of Company Common Stock and when Elections and revocations were received by it.

  • The Exchange Agent shall invest the cash in the Exchange Fund as directed by Parent; provided, however, that, unless otherwise agreed in the Exchange Agency Agreement, such investments shall be in obligations of or guaranteed by the United States of America or any agency or instrumentality thereof and backed by the full faith and credit of the United States of America, in commercial paper obligations rated A-1 or P-1 or better by Moody’s Investors Service, Inc.

  • Subject to the provisions of the Exchange Agency Agreement, if the Exchange Agent determines that any Election was not properly made with respect to any shares of Company Common Stock, such shares of Company Common Stock shall be treated by the Exchange Agent as Non-Election Shares.

  • Subject to the provisions of the Exchange Agency Agreement, the Exchange Agent also shall make all computations as to the allocation and the proration contemplated by Section 2.01(f), and any such computation shall be conclusive and binding on Parent and the holders of shares of Company Common Stock.

  • The Issuer reserves the right under each of the Paying and Transfer Agency Agreement and the Exchange Agency Agreement at any time to vary or terminate the appointment of the Paying Agent, the Exchange Agent or Transfer Agent and appoint additional or another Paying Agent or another Exchange Agent or Transfer Agent, provided that the Issuer will maintain a Paying Agent, an Exchange Agent and a Transfer Agent.

  • Each member of the Parent Group has the absolute and unrestricted right, power, and authority to execute and deliver this Agreement, the Voting and Exchange Agency Agreement and the Support Agreement and to perform its obligations under this Agreement, the Voting and Exchange Agency Agreement and the Support Agreement.

  • The Company shall appoint LaSalle Bank National Association or another mutually acceptable payment agent to act as paying and exchange agent (the “Payment Agent”), pursuant to the Exchange Agency Agreement, the form of which is attached hereto as Exhibit A (the “Exchange Agency Agreement”).

  • All rights of holders of Exchangeable Shares under the Voting and Exchange Agency Agreement shall be received by them as part of the property receivable by them under item (d) in exchange for the Exchangeable Elected Shares for which they were exchanged.In no event shall any fractional shares of Common Stock or Exchangeable Shares be issued under the Plan of Arrangement.

  • The Company shall appoint LaSalle Bank National Association or another mutually acceptable payment agent to act as paying and exchange agent (the “Payment Agent”), pursuant to the Exchange Agency Agreement, the form of which is attached hereto as Exhibit A (the “ExchangeA gency Agreement”).


More Definitions of Exchange Agency Agreement

Exchange Agency Agreement means the Exchange Agency and Owners' Representative Agreement among XXXXXX X. XXXXXX, WCE et al, and PETROHAWK, to which reference is made in Section XI.B.2.
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Exchange Agency Agreement means the exchange agency agreement dated on or about 25 October 2013 between the Issuer and the Exchange and Tabulation Agent relating to the Exchange Offer.
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Exchange Agency Agreement means an exchange agency agreement among the Exchange Agent, the Company, the Buyer and the Buyer Subsidiary in substantially the form attached hereto as Exhibit E, with such reasonable changes as the Parties shall agree in good faith prior to the Closing.
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Exchange Agency Agreement means the exchange agency agreement dated as of September 27, 2012 between the Fund and the Exchange Agent.
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Exchange Agency Agreement means the exchange agency agreement dated as of February 27, 2013, between the Fund and the Exchange Agent.
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Related to Exchange Agency Agreement

  • Exchange Agent Agreement has the meaning set forth in Section 2.5(a).

  • Exchange Agreements means the GSK Exchange Agreement, the Pfizer Exchange Agreement and the SLP Exchange Agreement;

  • Placement Agency Agreement means that certain Placement Agency Agreement by and between the Company and the Placement Agent, dated as of the date hereof.

  • Global Agency Agreement The global agency agreement between Xxxxxxx Mac and the Global Agent, dated as of the Closing Date.

  • Exchange Agreement has the meaning set forth in the Recitals.

  • Fiscal Agency Agreement The Fiscal Agency Agreement dated as of the Closing Date among the Fiscal Agent, the Share Registrar and the Issuer, as amended from time to time in accordance with the terms thereof.

  • Paying Agency Agreement means one or more Paying Agency Agreements made

  • Warrant Agency Agreement means that certain warrant agency agreement, dated on or about the Initial Exercise Date, between the Company and the Warrant Agent.

  • Calculation Agency Agreement means the Calculation Agency Agreement, dated as of December 21, 2006 between the Company and the Calculation Agent, as amended from time to time, or any successor calculation agency agreement.

  • Auction Agency Agreement means the agreement between the Fund and the Auction Agent which provides, among other things, that the Auction Agent will follow the Auction Procedures for purposes of determining the Applicable Rate for shares of a series of MuniPreferred so long as the Applicable Rate for shares of such series is to be based on the results of an Auction.

  • Certificate Depository Agreement means the agreement among the Trust, the Depositor and The Depository Trust Company, as the initial Clearing Agency, dated as of the Closing Date, relating to the Trust Securities Certificates, substantially in the form attached as Exhibit B, as the same may be amended and supplemented from time to time.

  • Certificate Purchase Agreement The Purchase Agreement, dated as of [_______], among the Depositor and the Initial Purchasers, relating to the Privately Offered Certificates.

  • Issuer-ICSDs Agreement means the agreement entered into between the Issuer and each of the ICSDs;

  • Clearing Agreement means Clearing, Settlement and Sponsorship Services Agreement by and between the Borrower and Fifth Third Bank dated as of June 30, 2009, as the same may be amended, modified, supplemented, restated or amended and restated from time to time.

  • Note Depository Agreement means the agreement, dated as of the Closing Date, between the Issuer and DTC, as the initial Clearing Agency relating to the Notes, as the same may be amended or supplemented from time to time.

  • Forward Purchase Agreement means an agreement that provides for the sale of equity securities in a private placement that will close substantially concurrently with the consummation of a Business Combination.

  • Agency Agreement means the agency agreement entered into on or before the First Issue Date, between the Issuer and the Agent, or any replacement agency agreement entered into after the First Issue Date between the Issuer and an agent.

  • IDR Transfer Agreement means an agreement to transfer, subject to the terms of Tariff, Part VI, section 237, Incremental Deliverability Rights to a party for the purpose of eliminating or reducing the need for Local or Network Upgrades that would otherwise have been the responsibility of the party receiving such rights. Immediate-need Reliability Project: “Immediate-need Reliability Project” shall have the same meaning provided in the Operating Agreement.

  • Securities Purchase Agreement shall have the meaning set forth in the recitals hereto.

  • Master Settlement Agreement means the settlement agreement and related documents entered into on November 23, 1998, by the state and leading United States tobacco product manufacturers.

  • Note Purchase Agreements means (i) that certain Note Purchase Agreement, dated as of April 16, 2014 among the Parent, the Borrower, and the purchasers party thereto, (ii) that certain Note Purchase Agreement, dated as of December 18, 2014 among the Parent, the Borrower, and the purchasers party thereto, and (iii) that certain Note Purchase Agreement, dated as of June 13, 2018, among the Parent, the Borrower, and the purchasers party thereto, in each case as amended from time to time.

  • Exchange Administration Agreement means the exchange administration agreement dated as of the Closing Date between Freddie Mac and the Exchange Administrator.

  • Master Transaction Agreement has the meaning set forth in the recitals.

  • Certificate Depositary Agreement means the agreement among the Issuer Trust, the Depositor and the Depositary, as the initial Clearing Agency, dated as of the Closing Date, substantially in the form attached hereto as Exhibit B, as the same may be amended and supplemented from time to time.

  • Issuing and Paying Agency Agreement means the issuing and paying agency agreement described on the cover page of this Agreement, as such agreement may be amended or supplemented from time to time.

  • securities contract — ‘‘(A) means—