Common use of Registrar, Transfer Agent and Paying Agent Clause in Contracts

Registrar, Transfer Agent and Paying Agent. The Company shall maintain an office or agency for the registration of the Notes and of their transfer or exchange (the “Registrar”), an office or agency where Notes may be transferred or exchanged (the “Transfer Agent”), an office or agency where the Notes may be presented for payment (the “Paying Agent”) and an office or agency where notices or demands to or upon the Company in respect of the Notes may be served. The Company may appoint one or more Transfer Agents, one or more co-Registrars and one or more additional Paying Agents or approve a change in the office through which any of them acts. The Company shall notify the Trustee in writing of the name and address of any Transfer Agent, Paying Agent or co-Registrars not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar or Paying Agent, the Trustee shall act as such. The Company or any of its Affiliates may act as Transfer Agent, Registrar, co-Registrar, Paying Agent and agent for service of notices and demands in connection with the Notes; provided, however, that neither the Company nor any of their Affiliates shall act as Paying Agent for the purposes of Articles Three and Eight and Sections 4.09 and 4.11. The Company hereby initially appoints the Trustee, at the address set forth in Section 14.02(a), as Registrar and as Transfer Agent and Paying Agent. Subject to any applicable laws and regulations, the Company shall cause the Registrar to keep a register (the “Security Register”) at its Corporate Trust Office in which, subject to such reasonable regulations as it may prescribe, the Company shall provide for the registration of ownership, exchange, and transfer of the Notes. Such registration in the Security Register shall be conclusive evidence of the ownership of Notes. Included in the books and records for the Notes shall be notations as to whether such Notes have been paid, exchanged or transferred, canceled, lost, stolen, mutilated or destroyed and whether such Notes have been replaced. In the case of the replacement of any of the Notes, the Registrar shall keep a record of the Note so replaced and the Note issued in replacement thereof. In the case of the cancellation of any of the Notes, the Registrar shall keep a record of the Note so canceled and the date on which such Note was canceled.

Appears in 1 contract

Samples: Indenture (Armstrong Coal Company, Inc.)

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Registrar, Transfer Agent and Paying Agent. The Company Issuer shall maintain an office or agency for the registration of the Notes and of their transfer or exchange (the “Registrar”), an office or agency where Notes may be transferred or exchanged (the “Transfer Agent”), an office or agency where the Notes may be presented for payment (the “Paying Agent”) and an office or agency where notices or demands to or upon the Company Issuer in respect of the Notes may be served. The Company Issuer may appoint one or more Transfer Agents, one or more co-Registrars and one or more additional Paying Agents or approve a change in the office through which any of them actsAgents. The Company Issuer shall notify the Trustee in writing of the name maintain a Transfer Agent and address of any Transfer Agent, Paying Agent in New York, New York. The Issuer may appoint one or more Transfer Agents, one or more co-Registrars not a party to this Indenture. If the Company fails to appoint and one or maintain another entity as Registrar or more additional Paying Agent, the Trustee shall act as suchAgents. The Company Issuer or any of its Affiliates may act as Transfer Agent, Registrar, co-Registrar, Paying Agent and agent for service of notices and demands in connection with the Notes; provided, however, provided that neither the Company Issuer nor any of their its Affiliates shall act as Paying Agent for the purposes of Articles Three and Eight and Sections 4.09 and 4.11. The Company Issuer hereby initially appoints the Trusteeoffice of Deutsche Bank Trust Company Americas in New York, New York located at the address set forth in Section 14.02(a)13.02(a) as Paying Agent in New York, as Registrar New York and as Transfer Agent and Paying AgentRegistrar. Subject to any applicable laws and regulations, the Company Issuer shall cause the Registrar to keep a register (the “Security Register”) at its Corporate Trust Office corporate trust office in which, subject to such reasonable regulations as it may prescribe, the Company Issuer shall provide for the registration of ownership, exchange, and transfer of the Notes. Such registration in the Security Register shall be conclusive evidence of the ownership of Notes. Included in the books and records for the Notes shall be notations as to whether such Notes have been paid, exchanged or transferred, canceled, lost, stolen, mutilated or destroyed and whether such Notes have been replaced. In the case of the replacement of any of the Notes, the Registrar shall keep a record of the Note so replaced and the Note issued in replacement thereof. In the case of the cancellation of any of the Notes, the Registrar shall keep a record of the Note so canceled and the date on which such Note was canceled. The Issuer shall enter into an appropriate agency agreement with any Paying Agent or co-Registrar not a party to this Indenture. The agreement shall implement the provisions of this Indenture that relate to such agent. The Issuer shall notify the Trustee of the name and address of any such agent. If the Issuer fails to maintain a Registrar or Paying Agent, the Trustee shall act as such and shall be entitled to appropriate compensation therefor pursuant to Section 7.07.

Appears in 1 contract

Samples: Digicel Pacific LTD

Registrar, Transfer Agent and Paying Agent. The Company Issuer shall maintain an office or agency for the registration of the Notes and of their transfer or exchange (the “Registrar”), an office or agency where Notes may be transferred or exchanged (the “Transfer Agent”), an office or agency where the Notes may be presented for payment (the “Paying Agent”) and an office or agency where notices or demands to or upon the Company Issuer in respect of the Notes may be served. The Company Issuer may appoint one or more Transfer Agents, one or more co-Registrars and one or more additional Paying Agents or approve a change in the office through which any of them actsAgents. The Company Issuer shall notify the Trustee in writing of the name maintain a Transfer Agent and address of any Transfer Agent, Paying Agent in New York, New York. The Issuer may appoint one or more Transfer Agents, one or more co-Registrars not a party to this Indenture. If the Company fails to appoint and one or maintain another entity as Registrar or more additional Paying Agent, the Trustee shall act as suchAgents. The Company Issuer or any of its Affiliates may act as Transfer Agent, Registrar, co-Registrar, Paying Agent and agent for service of notices and demands in connection with the Notes; provided, however, that neither the Company Issuer nor any of their its Affiliates shall act as Paying Agent for the purposes of Articles Three 3 and Eight 8 and Sections 4.09 and 4.11. The Company Issuer hereby initially appoints the Trusteeoffice of Deutsche Bank Trust Company Americas in New York, New York located at the address set forth in Section 14.02(a)13.02(a) as Paying Agent in New York, as Registrar New York and as Transfer Agent Registrar, and Paying Agentas agent for service of notices and demands in connection with the Notes. Subject to any applicable laws and regulations, the Company Issuer shall cause the Registrar to keep a register (the “Security Register”) at its Corporate Trust Office corporate trust office in which, subject to such reasonable regulations as it may prescribe, the Company Issuer shall provide for the registration of ownership, exchange, and transfer of the Notes. Such registration in the Security Register shall be conclusive evidence of the ownership of Notes. Included in the books and records for the Notes shall be notations as to whether such Notes have been paid, exchanged or transferred, canceled, lost, stolen, mutilated or destroyed and whether such Notes have been replaced. In the case of the replacement of any of the Notes, the Registrar shall keep a record of the Note so replaced and the Note issued in replacement thereof. In the case of the cancellation of any of the Notes, the Registrar shall keep a record of the Note so canceled and the date on which such Note was canceled. The Issuer shall enter into an appropriate agency agreement with any Paying Agent or co-Registrar not a party to this Indenture. The agreement shall implement the provisions of this Indenture that relate to such agent. The Issuer shall notify the Trustee of the name and address of any such agent. If the Issuer fails to maintain a Registrar or Paying Agent, the Trustee shall act as such and shall be entitled to appropriate compensation therefor pursuant to Section 7.07.

Appears in 1 contract

Samples: Digicel Group LTD

Registrar, Transfer Agent and Paying Agent. The Company Issuer shall maintain an office or agency for the registration of the Notes and of for their transfer or exchange (the “Registrar”), an office or agency where the Notes may be transferred or exchanged (the “Transfer Agent”), an office or agency where the Notes may be presented for payment (the “Paying Agent”) and an office or agency where notices or demands to or upon the Company Issuer in respect of the Notes may be served. The Company Issuer shall maintain a Transfer Agent and Paying Agent in New York, New York. The Issuer may appoint one or more Transfer Agents, one or more co-Registrars and one or more additional Paying Agents or approve a change in the office through which any of them actsAgents. The Company shall notify the Trustee in writing of the name and address of any Transfer Agent, Paying Agent or co-Registrars not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar or Paying Agent, the Trustee shall act as such. The Company Issuer or any of its Affiliates may act as Transfer Agent, Registrar, co-Registrar, Paying Agent and agent for service of notices and demands in connection with the Notes; provided, however, that neither the Company Issuer nor any of their its Affiliates shall act as Paying Agent for the purposes of Articles Three 3 and Eight 8 and Sections 4.09 4.9 and 4.11. The Company Issuer hereby initially appoints the Trusteeoffice of the Trustee in the Borough of Manhattan in New York, at the address set forth in Section 14.02(a)New York as Registrar, as Registrar and as Transfer Agent and Paying AgentAgent and agent for service of notices and demands in connection with the Notes. The address for such office shall initially be U.S. Bank National Association, Global Corporate Trust Services, 000 Xxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx, 00000, Attention: FTS International, Inc. Subject to any applicable laws and regulations, the Company Issuer shall cause the Registrar to keep a register (the “Security Register”) at its Corporate Trust Office corporate trust office in which, subject to such reasonable regulations as it may prescribe, the Company Issuer shall provide for the registration of ownership, exchange, and transfer of the Notes. Such registration in the Security Register shall be conclusive evidence of the ownership of Notes. Included in the books and records for the Notes shall be notations as to whether such Notes have been paid, exchanged or transferred, canceled, lost, stolen, mutilated or destroyed and whether such Notes have been replaced. In the case of the replacement of any of the Notes, the Registrar shall keep a record of the Note so replaced and the Note issued in replacement thereof. In the case of the cancellation of any of the Notes, the Registrar shall keep a record of the Note so canceled and the date on which such Note was canceled. The Issuer shall enter into an appropriate agency agreement with any Paying Agent or co-Registrar not a party to this Indenture, which, following the effectiveness of a Registration Statement pursuant to the Contingent Registration Rights Agreement, shall incorporate the terms of the TIA. The agreement shall implement the provisions of this Indenture that relate to such agent. The Issuer shall notify the Trustee of the name and address of any such agent. If the Issuer fails to maintain a Registrar or Paying Agent, the Trustee shall act as such and shall be entitled to appropriate compensation therefor pursuant to Section 7.6.

Appears in 1 contract

Samples: Indenture (FTS International, Inc.)

Registrar, Transfer Agent and Paying Agent. The Company shall maintain an office or agency for the registration of the Notes and of their transfer or exchange (the “Registrar”), an office or agency where Notes may be transferred or exchanged (the “Transfer Agent”), an office or agency where the Notes may be presented for payment (the “Paying Agent”) and an office or agency where notices or demands to or upon the Company in respect of the Notes may be served. The Company shall maintain a Transfer Agent and Paying Agent in New York, New York. The Company may appoint one or more Transfer Agents, one or more co-Registrars and one or more additional Paying Agents or approve a change in the office through which any of them acts. The Company shall notify the Trustee in writing of the name and address of any Transfer Agent, Paying Agent or co-Registrars not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar or Paying Agent, the Trustee shall act as suchAgents. The Company or any of or its Affiliates Subsidiaries incorporated in the United States may act as Transfer Agent, Registrar, co-Registrar, Paying Agent and agent for service of notices and demands in connection with the Notes; provided, however, that neither the Company nor any of their its Affiliates shall act as Paying Agent for the purposes of Articles Three and Eight and Sections 4.09 and 4.11Article 8. The For the purposes of this Section 2.3, the Company hereby initially appoints the TrusteeBranch Banking and Trust Company, located at the address set forth in Section 14.02(a)000 Xxxx Xxxx Xxxxxx, Wilson, North Carolina 27893, as Registrar and as Transfer Agent and Paying AgentAgent in New York, New York and agent for service of notices and demands in connection with the Notes. Subject to any applicable laws and regulations, the Company shall cause the Registrar to keep a register (the “Security Register”) at its Corporate Trust Office corporate trust office in which, subject to such reasonable regulations as it may prescribe, the Company shall provide for the registration of ownership, exchange, exchange and transfer of the Notes. Such registration in the Security Register shall be conclusive evidence of the ownership of the Notes. Included in the books and records for the Notes shall be notations as to whether such Notes have been paid, exchanged or transferred, canceled, lost, stolen, mutilated or destroyed and whether such Notes have been replaced. In the case of the replacement of any of the Notes, the Registrar shall keep a record of the Note so replaced and the Note issued in replacement thereof. In the case of the cancellation of any of the Notes, the Registrar shall keep a record of the Note so canceled and the date on which such Note was canceled. The Company shall enter into an appropriate agency agreement with any Paying Agent or co-Registrar not a party to this Indenture. Any such agreement shall implement the provisions of this Indenture that relate to such agent. The Company shall notify the Trustee of the name and address of any such agent. If the Company fails to maintain a Registrar or Paying Agent, the Trustee shall act as such and shall be entitled to appropriate compensation therefor pursuant to Section 7.6.

Appears in 1 contract

Samples: Indenture (Sealed Air Corp/De)

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Registrar, Transfer Agent and Paying Agent. The Company Issuer shall maintain an office or agency for the registration of the Notes and of their transfer or exchange (the “Registrar”), an office or agency where Notes may be transferred or exchanged (the “Transfer Agent”), an office or agency where the Notes may be presented for payment (the “Paying Agent”) and an office or agency where notices or demands to or upon the Company Issuer in respect of the Notes may be served. The Company Issuer may appoint one or more Transfer Agents, one or more co-Registrars and one or more additional Paying Agents or approve a change in the office through which any of them actsAgents. The Company Issuer shall notify the Trustee in writing of the name maintain a Transfer Agent and address of any Transfer Agent, Paying Agent in New York, New York. The Issuer may appoint one or more Transfer Agents, one or more co-Registrars not a party to this Indenture. If the Company fails to appoint and one or maintain another entity as Registrar or more additional Paying Agent, the Trustee shall act as suchAgents. The Company Issuer or any of its Affiliates may act as Transfer Agent, Registrar, co-Registrar, Paying Agent and agent for service of notices and demands in connection with the Notes; provided, however, that neither the Company Issuer nor any of their its Affiliates shall act as Paying Agent for the purposes of Articles Three 3 and Eight 8 and Sections 4.09 and 4.11. The Company Issuer hereby initially appoints the Trusteeoffice of Deutsche Bank Trust Company Americas in New York, New York located at the address set forth in Section 14.02(a)13.02 as Paying Agent in New York, as Registrar New York and as Transfer Agent and Paying AgentRegistrar. Subject to any applicable laws and regulations, the Company Issuer shall cause the Registrar to keep a register (the “Security Register”) at its Corporate Trust Office corporate trust office in which, subject to such reasonable regulations as it may prescribe, the Company Issuer shall provide for the registration of ownership, exchange, and transfer of the Notes. Such registration in the Security Register shall be conclusive evidence of the ownership of Notes. Included in the books and records for the Notes shall be notations as to whether such Notes have been paid, exchanged or transferred, canceled, lost, stolen, mutilated or destroyed and whether such Notes have been replaced. In the case of the replacement of any of the Notes, the Registrar shall keep a record of the Note so replaced and the Note issued in replacement thereof. In the case of the cancellation of any of the Notes, the Registrar shall keep a record of the Note so canceled and the date on which such Note was canceled. The Issuer shall enter into an appropriate agency agreement with any Paying Agent or co-Registrar not a party to this Indenture. The agreement shall implement the provisions of this Indenture that relate to such agent. The Issuer shall notify the Trustee of the name and address of any such agent. If the Issuer fails to maintain a Registrar or Paying Agent, the Trustee shall act as such and shall be entitled to appropriate compensation therefor pursuant to Section 7.07.

Appears in 1 contract

Samples: Digicel Group LTD

Registrar, Transfer Agent and Paying Agent. The Company Issuer shall maintain an office or agency for the registration of the Notes and of for their transfer or exchange (the “Registrar”), an office or agency where the Notes may be transferred or exchanged (the “Transfer Agent”), an office or agency where the Notes may be presented for payment (the “Paying Agent”) and an office or agency where notices or demands to or upon the Company Issuer in respect of the Notes may be served. The Company Issuer shall maintain a Transfer Agent and Paying Agent in New York, New York. The Issuer may appoint one or more Transfer Agents, one or more co-Registrars and one or more additional Paying Agents or approve a change in the office through which any of them actsAgents. The Company shall notify the Trustee in writing of the name and address of any Transfer Agent, Paying Agent or co-Registrars not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar or Paying Agent, the Trustee shall act as such. The Company Issuer or any of its Affiliates may act as Transfer Agent, Registrar, co-Registrar, Paying Agent and agent for service of notices and demands in connection with the Notes; provided, however, that neither the Company Issuer nor any of their its Affiliates shall act as Paying Agent for the purposes of Articles Three 3 and Eight 8 and Sections 4.09 4.9 and 4.11. The Company Issuer hereby initially appoints the Trusteeoffice of the Trustee in the Borough of Manhattan in New York, at the address set forth in Section 14.02(a)New York as Registrar, as Registrar and as Transfer Agent and Paying AgentAgent and agent for service of notices and demands in connection with the Notes. The address for such office shall initially be U.S. Bank National Association, Global Corporate Trust Services, 000 Xxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx, 00000, Attention: FTS International, Inc. Subject to any applicable laws and regulations, the Company Issuer shall cause the Registrar to keep a register (the “Security Register”) at its Corporate Trust Office corporate trust office in which, subject to such reasonable regulations as it may prescribe, the Company Issuer shall provide for the registration of ownership, exchange, and transfer of the Notes. Such registration in the Security Register shall be conclusive evidence of the ownership of Notes. Included in the books and records for the Notes shall be notations as to whether such Notes have been paid, exchanged or transferred, canceled, lost, stolen, mutilated or destroyed and whether such Notes have been replaced. In the case of the replacement of any of the Notes, the Registrar shall keep a record of the Note so replaced and the Note issued in replacement thereof. In the case of the cancellation of any of the Notes, the Registrar shall keep a record of the Note so canceled and the date on which such Note was canceled. If the Issuer shall enter into an appropriate agency agreement with any Paying Agent or co-Registrar not a party to this Indenture, such agreement shall incorporate the terms of the TIA. The agreement shall implement the provisions of this Indenture that relate to such agent. The Issuer shall notify the Trustee of the name and address of any such agent. If the Issuer fails to maintain a Registrar or Paying Agent, the Trustee shall act as such and shall be entitled to appropriate compensation therefor pursuant to Section 7.6.

Appears in 1 contract

Samples: Indenture (FTS International, Inc.)

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