Completion, Authentication and Delivery of Notes Sample Clauses

Completion, Authentication and Delivery of Notes. (a) From time to time, an Authorized Individual of the Issuing and Paying Agent shall receive instructions from an Authorized Representative included in Group II on Exhibit A hereto regarding the completion of a Global Security or the authentication and delivery of a Certificated Note. Such Authorized Representative shall also deliver a copy of the Pricing Supplement applicable to the Global Security or Certificated Note to which such instructions relate, to arrive no later than 4:00 p.m. New York City time on the second Business Day preceding the Settlement Date. The Issuing and Paying Agent may rely on such instructions if they are received by one of the Authorized Individuals of the Issuing and Paying Agent or its affiliate named in Exhibit B hereto, or their successors which may be named by the Issuing and Paying Agent (of which the Company shall be notified in writing) from time to time through the use of a facsimile transmission from any person purporting to be any of the individuals included in Group II on Exhibit A hereto. Such instructions shall include the information called for by Item A set forth in Part II or Part III, as applicable, of the Procedures under the caption “Settlement Procedures.” As used herein, the term “Pricing Supplement” refers to (i) a document accompanying and supplementing the Offering Memorandum with respect to the terms of one or more Notes being sold (including a pricing term sheet and/or pricing supplement) or (ii) the confirmation if such document is not delivered in connection with the sale of a Note.
Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs
Completion, Authentication and Delivery of Notes. (1) All Note issuance instructions shall be given by a Designated Official by facsimile or by other written means acceptable to Canada and the applicable Registrar. Such instructions shall include the information set forth in the Administrative Procedures for either Global Notes or Certificated Notes, as the case may be. Canada shall deliver a copy of the Prospectus, as then amended or supplemented, and such Pricing Supplement applicable to the Notes to which its instructions relate to the applicable Registrar by facsimile transmission or by overnight express or by other means acceptable to Canada and the applicable Registrar. Neither Registrar shall deliver any Note otherwise than against payment of the net proceeds in same day funds, unless Canada’s instructions shall so state.
Sample 1Sample 2
Completion, Authentication and Delivery of Notes. (a) Upon the issuance of Notes hereunder, the Issuer shall deliver instructions as to the completion of the Notes (as described below) to a duly authorized representative of the Issuing and Paying Agent named in Exhibit H hereto, or to any additional authorized representative which may be named by the Issuing and Paying Agent (of which the Issuer shall be notified in writing). Such instructions shall be delivered from time to time through the use of a facsimile transmission (confirmed by guaranteed delivery of overnight courier) from any Authorized Representative. Such instructions shall include the following (each term as used or defined in the related form of Note attached to such instructions):
Sample 1Sample 2
Completion, Authentication and Delivery of Notes. 4.1 The Fiscal Agent is authorized, upon receipt of written instructions from an Authorized Representative of the Company, (i) to complete and authenticate or cause to be completed and authenticated such Notes in an aggregate principal amount not in excess of the aggregate principal amount specified in the applicable Pricing Supplement for such Series, (ii) to attach the applicable Pricing Supplement delivered to it by the Company thereto, and
Sample 1
Completion, Authentication and Delivery of Notes. (a) Upon receipt of instructions by telephone or in writing from an Authorized Representative or from any person, including any employee or partner of the Placement Agent(s), who has been designated by an Authorized Representative in writing to the Issuing and Paying Agent as a person authorized to give such instructions hereunder, the Issuing and Paying Agent shall withdraw the necessary Note(s) from safekeeping and, in accordance with such instructions, the Issuing and Paying Agent shall (i) in the case of Book-Entry Notes, cause the issuance of such Book-Entry Notes in the manner set forth in, and take such other actions as are required by, Sections 11 and 12 of this Agreement, or (ii) in the case of Certificated Notes:
Sample 1
Completion, Authentication and Delivery of Notes. (a) The Issuing and Paying Agent may rely on such instructions if they are received by one of the duly Authorized Representatives of the Issuing and Paying Agent named in Exhibit H hereto or their successors, which may be named by the Issuing and Paying Agent (of which the Issuer shall be notified in writing), from time to time through the use of a facsimile transmission (confirmed by guaranteed delivery of overnight courier) from any person purporting to be any of the individuals included in Group II on Exhibit G hereto. Such instructions shall include the following (each term as used or defined in the related form of Note attached):
Sample 1
Completion, Authentication and Delivery of Notes. (a) The Issuing and Paying Agent may rely on such instructions if they are received by one of the duly Authorized Representatives of the Issuing and Paying Agent named in Exhibit H hereto or their successors, which may be named by the Issuing and Paying Agent (of which the Issuer shall be notified in writing), from time to time through the use of a facsimile transmission (confirmed by guaranteed delivery of overnight courier) from any person purporting to be any of the individuals included in Exhibit G hereto. Such instructions shall include the following (each term as used or defined in the related form of Note attached):
Sample 1
AutoNDA by SimpleDocs
Completion, Authentication and Delivery of Notes. (a) From time to time, the Issuing and Paying Agent shall receive instructions from an Authorized Representative included in Group II on Exhibit F hereto with respect to an Issuer regarding the completion and delivery of Notes. The Issuing and Paying Agent may rely on such instructions if they are received by one of the duly Authorized Representatives of the Issuing and Paying Agent named in Exhibit G hereto or their successors, which may be named by the Issuing and Paying Agent (of which the Issuers shall be notified in writing), from time to time through the use of a facsimile transmission (confirmed by guaranteed delivery of overnight courier) from any person purporting to be any of the individuals included in Group II on Exhibit F hereto. Such instructions shall include the following (each term as used or defined in the related form of Note attached):
Sample 1

Related to Completion, Authentication and Delivery of Notes

  • Execution, Authentication and Delivery of Notes The Notes shall be signed in the name and on behalf of the Company by the manual or facsimile signature of any of its Chief Executive Officer, President, Chief Financial Officer, Treasurer, Secretary or any of its Executive or Senior Vice Presidents. At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes, and the Trustee in accordance with such Company Order shall authenticate and deliver such Notes, without any further action by the Company hereunder; provided that the Trustee shall be entitled to receive an Officer’s Certificate and an Opinion of Counsel of the Company with respect to the issuance, authentication and delivery of such Notes. Only such Notes as shall bear thereon a certificate of authentication substantially in the form set forth on the Form of Note attached as Exhibit A hereto, executed manually by an authorized signatory of the Trustee (or an authenticating agent appointed by the Trustee as provided by Section 17.10), shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. Such certificate by the Trustee (or such an authenticating agent) upon any Note executed by the Company shall be conclusive evidence that the Note so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Indenture. In case any Officer of the Company who shall have signed any of the Notes shall cease to be such Officer before the Notes so signed shall have been authenticated and delivered by the Trustee, or disposed of by the Company, such Notes nevertheless may be authenticated and delivered or disposed of as though the Person who signed such Notes had not ceased to be such Officer of the Company; and any Note may be signed on behalf of the Company by such persons as, at the actual date of the execution of such Note, shall be the Officers of the Company, although at the date of the execution of this Indenture any such Person was not such an Officer.

  • Execution, Authentication and Delivery (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile.

  • Execution, Authentication and Delivery and Dating The Notes shall be executed on behalf of each Issuer by two Officers of such Issuer. The signature of such Officers on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of an individual who was at any time a proper Officer of an Issuer shall bind such Issuer, notwithstanding that such individual has ceased to hold such office prior to the authentication and delivery of such Notes or did not hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Issuers may deliver Notes executed by the Issuers to the Trustee for authentication; and the Trustee shall authenticate and deliver (i) Initial Notes (other than Additional Dividend Notes) for original issue in the aggregate principal amount not to exceed $450,000,000 and (ii) Additional Notes (other than Additional Dividend Notes) from time to time for original issue in aggregate principal amounts specified by the Issuers, (iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes (including Additional Dividend Notes), and (iv) to the extent required by Section 4.08, Additional Dividend Notes in respect thereof from time to time for original issue in an aggregate principal amount specified by the Issuers, in each case specified in clauses (i) through (iv) above, upon a written order of the Issuers in the form of an Officers' Certificate executed by two Officers of each Issuer (an "Authentication Order"), and in the case of clause (ii), upon receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the Outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes were not issued. Such Officers' Certificates shall specify the amount of Notes to be authenticated and the date on which the Notes are to be authenticated, whether the Notes are to be Initial Notes, Additional Notes, Exchange Notes and/or Additional Dividend Notes, that, in the case of Additional Notes, the issuance of such Notes does not contravene any provision of Article 4 of this Indenture, whether the Notes are to be issued as one or more Global Notes or Physical Notes, the name or names of the Initial Holder or Holders and such other information as the Issuers may include or the Trustee may reasonably request. All Notes shall be dated the date of their authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

  • Execution, Authentication and Delivery of Trust Certificates On the Closing Date, the Owner Trustee shall cause the Trust Certificates in an aggregate Certificate Percentage Interest equal to 100% to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by the Owner Trustee on behalf of the Trust, without further action by the Depositor, in authorized denominations. No Trust Certificate shall entitle its Holder to any benefit under this Agreement or be valid for any purpose unless there shall appear on such Trust Certificate a certificate of authentication substantially in the form set forth in Exhibit A, executed by the Owner Trustee or Citibank, N.A., as the Owner Trustee’s Authenticating Agent, by manual signature; such authentication shall constitute conclusive evidence that such Trust Certificate shall have been duly authenticated and delivered hereunder. All Trust Certificates shall be dated the date of their authentication.

  • Execution, Authentication, Delivery and Dating The Securities shall be executed on behalf of the Company by its Chairman of the Board, its Chief Executive Officer, its principal financial officer, its President or one of its Vice Presidents, and attested by its Treasurer, its Secretary or one of its Assistant Treasurers or Assistant Secretaries. The signature of any of these officers on the Securities may be manual or facsimile. Securities bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Securities or did not hold such offices at the date of such Securities. At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Securities of any series executed by the Company to the Trustee for authentication, together with a Company Order for the authentication and delivery of such Securities, and the Trustee in accordance with the Company Order shall authenticate and deliver such Securities; provided, however, that in the case of Securities offered in a Periodic Offering, the Trustee shall authenticate and deliver such Securities from time to time in accordance with such other procedures (including, without limitation, the receipt by the Trustee of oral or electronic instructions from the Company or its duly authorized agents, promptly confirmed in writing) acceptable to the Trustee as may be specified by or pursuant to a Company Order delivered to the Trustee prior to the time of the first authentication of Securities of such series. Each Security shall be dated the date of its authentication unless otherwise provided by a Board Resolution, a supplemental indenture hereto or an Officers’ Certificate. If the form or terms of the Securities of the series have been established by or pursuant to one or more Board Resolutions or any other method permitted by Sections 2.1 and 3.1, in authenticating such Securities, and accepting the additional responsibilities under this Indenture in relation to such Securities, the Trustee shall be entitled to receive, and (subject to Section 6.1) shall be fully protected in relying upon, a copy of such Board Resolution, the Officers’ Certificate setting forth the terms of the series and an Opinion of Counsel, with such Opinion of Counsel stating,

  • Authentication and Delivery of Notes The Notes shall be executed by an Authorized Officer of the Owner Trustee, on behalf of the Trust; and delivered to the Authenticating Agent for authentication, and thereupon the same shall be authenticated and delivered by the Authenticating Agent, upon a Trust Request and upon receipt by the Authenticating Agent of all of the following:

  • Execution, Authentication, Delivery and Dating of Rights Certificates (a) The Rights Certificates shall be executed on behalf of the Company by any of its Chairman of the Board, President, Chief Executive Officer and Chief Financial Officer. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices either before or after the countersignature and delivery of such Rights Certificates.

  • Authentication and Delivery of Certificates The Trustee acknowledges the transfer and assignment to it of the Trust Fund and, concurrently with such transfer and assignment, has executed, authenticated and delivered, to or upon the order of the Depositor, the Certificates in authorized denominations evidencing the entire ownership of the Trust Fund. The Trustee agrees to hold the Trust Fund and exercise the rights referred to above for the benefit of all present and future Holders of the Certificates and to perform the duties set forth in this Agreement to the best of its ability, to the end that the interests of the Holders of the Certificates may be adequately and effectively protected.

  • Authentication and Delivery The Indenture Trustee will, on Issuer Order, authenticate and deliver the Notes for original issue in the Classes, Note Interest Rates and initial Note Balances as stated below. Class Note Interest Rate Initial Note Balance Class A Notes 0.41% $1,069,300,000 Class B Notes 0.67% $73,700,000 Class C Notes 0.77% $57,000,000

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!