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Paying Agency Agreement
"I need a Paying Agency Agreement for a corporate bond issuance in Indonesia, where Bank Mandiri will act as the paying agent for quarterly interest payments to bondholders, with the first payment scheduled for March 2025."
1. Parties: Identifies the contracting parties: typically the issuer/borrower, the paying agent, and any other relevant parties such as a security trustee
2. Background: Sets out the context of the agreement, including reference to any underlying securities or loan facilities
3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation principles
4. Appointment and Duration: Establishes the appointment of the paying agent, scope of authority, and term of appointment
5. Duties of the Paying Agent: Details the core responsibilities and obligations of the paying agent regarding payment processing and distribution
6. Payment Mechanisms and Procedures: Specifies the procedures for receiving funds from the issuer and distributing them to beneficiaries
7. Fees and Expenses: Sets out the paying agent's compensation and reimbursable expenses
8. Compliance Requirements: Addresses regulatory compliance obligations including AML/KYC requirements under Indonesian law
9. Records and Reporting: Specifies record-keeping obligations and required reports to the issuer/borrower
10. Liability and Indemnification: Defines the paying agent's standard of care and limitations of liability
11. Termination: Sets out circumstances and procedures for terminating the agreement
12. Confidentiality: Establishes obligations regarding confidential information
13. Force Majeure: Addresses circumstances beyond parties' control affecting performance
14. Governing Law and Jurisdiction: Specifies Indonesian law as governing law and establishes jurisdiction for disputes
15. Miscellaneous: Contains standard boilerplate provisions including notices, amendments, and assignment
1. Successor Paying Agent: Include when there's a need to establish procedures for replacing the paying agent
2. Foreign Exchange Provisions: Include for cross-border payments or multi-currency transactions
3. Tax Provisions: Include detailed tax procedures when payments are subject to withholding or other tax considerations
4. Electronic Systems and Security: Include when specific electronic payment systems or platforms will be used
5. Investment of Funds: Include if the paying agent will have authority to temporarily invest held funds
6. Multiple Series Provisions: Include for agreements covering multiple series of securities or facilities
7. Security Trustee Provisions: Include when payments are made through a security trustee structure
1. Fee Schedule: Details of all fees, charges, and expense reimbursement arrangements
2. Payment Procedures: Detailed operational procedures for processing and distributing payments
3. Form of Payment Notices: Standard forms for payment notifications and instructions
4. Authorized Signatories: List of persons authorized to give instructions to the paying agent
5. KYC Requirements: Specific documentation required for regulatory compliance
6. Form of Reports: Templates for required periodic reports
7. Contact Details: Contact information for key personnel and departments
8. System Specifications: Technical requirements and procedures for electronic payment systems
Authors
Agency Fee
Applicable Law
Authorized Representative
Bank Indonesia
Banking Day
Beneficiary
Business Day
Calculation Date
Clearing System
Confidential Information
Default Event
Distribution Account
Effective Date
Electronic Instructions
Eligible Institution
Event of Default
Exchange Rate
Fee Letter
Force Majeure Event
Governing Documents
IDR
Instructions
Interest Payment Date
Issue Date
Issuer Account
KYC Requirements
Material Adverse Change
Maturity Date
OJK
Operating Procedures
Payment Account
Payment Date
Payment Details
Payment Instruction
Payment Period
Principal Amount
Record Date
Regulatory Authority
Relevant Time
RTGS System
Security Documents
Settlement Date
Specified Currency
Specified Office
Tax
Transaction Documents
Transfer Date
USD
Withholding Tax
Duration
Authority
Payment Obligations
Payment Procedures
Fees and Expenses
Bank Accounts
Duties and Responsibilities
Instructions
Compliance
Anti-Money Laundering
Record Keeping
Reporting
Representations and Warranties
Covenants
Indemnification
Liability
Force Majeure
Confidentiality
Data Protection
Termination
Resignation and Removal
Successor Agent
Tax
Currency
Notices
Assignment
Amendment
Waiver
Severability
Counterparts
Entire Agreement
Third Party Rights
Governing Law
Jurisdiction
Dispute Resolution
Banking
Financial Services
Capital Markets
Corporate Finance
Investment Management
Securities Services
Infrastructure Finance
Real Estate Development
Manufacturing
Energy and Resources
Telecommunications
Legal
Finance
Treasury
Compliance
Operations
Risk Management
Corporate Secretariat
Transaction Banking
Securities Services
Investment Banking
Payment Operations
Client Services
Regulatory Affairs
Chief Financial Officer
Treasury Manager
Finance Director
Compliance Officer
Legal Counsel
Corporate Secretary
Financial Controller
Head of Operations
Relationship Manager
Risk Manager
Bond Administrator
Payment Operations Manager
Securities Services Manager
Transaction Banking Head
Investment Banking Director
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