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Paying Agency Agreement Template for Ireland

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Key Requirements PROMPT example:

Paying Agency Agreement

"I need a Paying Agency Agreement for a EUR 500 million bond issuance program launching in March 2025, with an Irish bank acting as principal paying agent and provisions for sub-agents in France and Germany."

Document background
The Paying Agency Agreement is a critical document used in financial transactions where an entity requires professional payment processing services. It is particularly relevant in the Irish market where financial services are heavily regulated under both domestic and EU legislation. The agreement establishes the relationship between the issuer/borrower and the paying agent, typically a financial institution authorized by the Central Bank of Ireland. It sets out detailed procedures for payment processing, regulatory compliance requirements, reporting obligations, and risk allocation between parties. This document is essential for debt instruments, structured finance transactions, and other financial arrangements requiring third-party payment administration. The agreement must comply with Irish financial services regulations, including the European Union (Payment Services) Regulations 2018 and relevant Central Bank requirements.
Suggested Sections

1. Parties: Identification of the issuer/borrower, paying agent, and any other parties to the agreement

2. Background: Context of the agreement, reference to any underlying securities or facility, and purpose of the paying agency arrangement

3. Definitions and Interpretation: Definitions of terms used in the agreement and interpretation rules

4. Appointment and Duration: Formal appointment of the paying agent, scope of authority, and term of appointment

5. Duties of the Paying Agent: Core responsibilities including payment processing, record keeping, and reporting obligations

6. Payment Mechanics: Detailed procedures for processing payments, including timing, method, and confirmation requirements

7. Compliance Requirements: Regulatory compliance obligations, including AML/CTF requirements and reporting

8. Fees and Expenses: Payment agent's compensation and reimbursable expenses

9. Communications: Methods and requirements for notices and other communications between parties

10. Liability and Indemnification: Scope of paying agent's liability and indemnification provisions

11. Termination: Grounds for termination, notice requirements, and consequences

12. Confidentiality: Protection of confidential information and data protection requirements

13. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and amendments

Optional Sections

1. Additional Services: Used when the paying agent provides services beyond basic payment processing, such as calculation agent services

2. Tax Matters: Include when payments are subject to withholding tax or other tax considerations

3. Currency Conversion: Required when payments involve multiple currencies

4. Sub-Agents: Include when the paying agent has authority to appoint sub-agents

5. Force Majeure: Specific provisions for handling events beyond parties' control

6. Business Continuity: Include for critical payment services requiring backup arrangements

7. Electronic Platforms: Include when specific electronic payment or communication platforms are used

8. Sanctions Compliance: Detailed sanctions compliance procedures when dealing with international payments

Suggested Schedules

1. Fee Schedule: Detailed breakdown of fees, charges, and payment terms

2. Operating Procedures: Detailed operational procedures and requirements for payment processing

3. Form of Payment Notices: Standard forms for payment notifications and confirmations

4. Contact Details: List of authorized contacts and contact information for each party

5. Systems and Security Requirements: Technical specifications for payment systems and security protocols

6. Service Levels: Detailed service level requirements and performance metrics

7. Form of Reports: Templates for required regular reporting

8. Compliance Documentation: Required forms and documents for regulatory compliance

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions



























































Clauses







































Relevant Industries

Banking and Financial Services

Investment Services

Corporate Finance

Capital Markets

Asset Management

Payment Services

Financial Technology

Securities Services

Corporate Treasury

Debt Capital Markets

Relevant Teams

Legal

Treasury

Finance

Compliance

Operations

Risk Management

Corporate Services

Transaction Management

Client Services

Regulatory Affairs

Relevant Roles

Treasury Manager

Finance Director

Compliance Officer

Legal Counsel

Operations Manager

Relationship Manager

Payment Services Director

Transaction Manager

Risk Manager

Corporate Secretary

Financial Controller

Account Manager

Securities Operations Officer

Regulatory Compliance Manager

Industries










Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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