Citibank Services Sample Clauses

Citibank Services. (a) Subject to Merchant arranging for an acquirer mutually agreeable to the parties (“Acquirer”), Citibank will provide the following services: Merchant authorization, transaction submission and settlement services, for customer transactions with Merchant, as described in this Agreement. If Merchant does use an Acquirer, Merchant agrees it will not change Acquirers during the term of this Agreement without Citibank’s prior written consent. Unless otherwise agreed by the parties, Merchant is responsible for all Acquirer service fees.
Sample 1
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Related to Citibank Services

  • Investment Banking Services Except as described in the Registration Statement, the Statutory Prospectus and the Prospectus, during the period beginning 180 days prior to the initial confidential submission of the Registration Statement and ending on the Effective Date, no Member and/or any person associated or affiliated with a Member has provided any investment banking, financial advisory and/or consulting services to the Company.

  • CITIBANK, N A. shall indemnify the Seller, each Affiliate of the Seller and each Person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act) and the respective present and former directors, officers, employees and agents of each of the foregoing, and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

  • Banking Services and Swap Agreements Each Lender or Affiliate thereof providing Banking Services for, or having Swap Agreements with, any Loan Party or any Subsidiary or Affiliate of a Loan Party shall deliver to the Administrative Agent, promptly after entering into such Banking Services or Swap Agreements, written notice setting forth the aggregate amount of all Banking Services Obligations and Swap Agreement Obligations of such Loan Party or Subsidiary or Affiliate thereof to such Lender or Affiliate (whether matured or unmatured, absolute or contingent). In furtherance of that requirement, each such Lender or Affiliate thereof shall furnish the Administrative Agent, from time to time after a significant change therein or upon a request therefor, a summary of the amounts due or to become due in respect of such Banking Services Obligations and Swap Agreement Obligations. The most recent information provided to the Administrative Agent shall be used in determining which tier of the waterfall, contained in Section 2.18(b), such Banking Services Obligations and/or Swap Agreement Obligations will be placed.

  • Asset Management Services (i) Real Estate and Related Services:

  • Branches of U.S. Banks (a) Except as otherwise set forth in this Contract, the provisions hereof shall not apply where the custody of the Portfolios assets are maintained in a foreign branch of a banking institution which is a "bank" as defined by Section 2(a)(5) of the Investment Company Act of 1940 meeting the qualification set forth in Section 26(a) of said Act. The appointment of any such branch as a sub-custodian shall be governed by paragraph 1 of this Contract.

  • Investment Management Services (a) The Manager shall manage the Fund’s assets subject to and in accordance with the investment objectives and policies of the Fund and any directions which the Trust’s Board of Trustees may issue from time to time. In pursuance of the foregoing, the Manager shall make all determinations with respect to the investment of the Fund’s assets and the purchase and sale of its investment securities, and shall take such steps as may be necessary to implement the same. Such determinations and services shall include determining the manner in which any voting rights, rights to consent to corporate action and any other rights pertaining to the Fund’s investment securities shall be exercised. The Manager shall render or cause to be rendered regular reports to the Trust, at regular meetings of its Board of Trustees and at such other times as may be reasonably requested by the Trust’s Board of Trustees, of (i) the decisions made with respect to the investment of the Fund’s assets and the purchase and sale of its investment securities, (ii) the reasons for such decisions and (iii) the extent to which those decisions have been implemented.

  • BANK OF AMERICA, N A., as Initial Note A-1-1 Holder By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Managing Director BANK OF AMERICA, N.A., as Initial Note A-1-2 Holder By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Managing Director BANK OF AMERICA, N.A., as Initial Note A-1-3 Holder By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Managing Director Xxxxxxx Portfolio Agreement Between Note Holders UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK, as Initial Note A-2-1 Holder By: /s/ Xxxxxxx A.C. Small Name: Xxxxxxx A.C. Small Title: Executive Director By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Managing Director UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK, as Initial Note A-2-2 Holder By: /s/ Xxxxxxx A.C. Small Name: Xxxxxxx A.C. Small Title: Executive Director By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Managing Director UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK, as Initial Note A-2-3 Holder By: /s/ Xxxxxxx A.C. Small Name: Xxxxxxx A.C. Small Title: Executive Director By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Managing Director Xxxxxxx Portfolio Agreement Between Note Holders UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK, as Initial Note A-2-4 Holder By: /s/ Xxxxxxx A.C. Small Name: Xxxxxxx A.C. Small Title: Executive Director By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Managing Director UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK, as Initial Note A-2-5 Holder By: /s/ Xxxxxxx A.C. Small Name: Xxxxxxx A.C. Small Title: Executive Director By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Managing Director UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK, as Initial Note A-2-6 Holder By: /s/ Xxxxxxx A.C. Small Name: Xxxxxxx A.C. Small Title: Executive Director By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Managing Director Xxxxxxx Portfolio Agreement Between Note Holders KEYBANK NATIONAL ASSOCIATION, as Initial Note A-3 Holder By: /s/ Xxx X. XxXxx Name: Xxx X. XxXxx Title: Senior Vice President Xxxxxxx Portfolio Agreement Between Note Holders EXHIBIT A MORTGAGE LOAN SCHEDULE Description of Mortgage Loan Mortgage Loan Borrower(s): The GC Net Lease (Phoenix Deer Valley) Investors, LLC, a Delaware limited liability company XX Xxxxxxx Xxxxxxxxx, LLC, a Delaware limited liability company The GC Net Lease (Atlanta Perimeter) Investors, LLC, a Delaware limited liability company The GC Net Lease (Oak Brook) Investors, LLC, a Delaware limited liability company The GC Net Lease (Charlotte Research) Investors, L.P. , a Delaware limited partnership The GC Net Lease (West Xxxxxxx) Investors, LLC, a Delaware limited liability company The GC Net Lease (Frisco) Investors, LLC, a Delaware limited liability company The GC Net Lease (Irving) Investors, LLC , a Delaware limited liability company The GC Net Lease (Xxxxxx Xxxxxxxxx) Investors, LLC, a Delaware limited liability company The GC Net Lease (Lynnwood I) Investors, LLC, a Delaware limited liability company Date of Mortgage Loan: September 29, 2017 Date of the Notes: September 29, 2017 Aggregate Original Principal Amount of Mortgage Loan: $375,000,000 Original Principal Amount of each Note: As set forth in table below. Location of Mortgaged Properties: As set forth in table below. Maturity Date: October 1, 2027 Original Principal Amounts of each Note Note Original Principal Amount Applicable Lender “Note A-1-1” $ 100,000,000.00 BANA “Note A-1-2” $ 96,250,000.00 BANA “Note A-1-3” $ 10,000,000.00 BANA “Note A-2-1” $ 35,000,000.00 UBS “Note A-2-2” $ 30,000,000.00 UBS “Note A-2-3” $ 25,000,000.00 UBS “Note A-2-4” $ 20,000,000.00 UBS “Note A-2-5” $ 15,000,000.00 UBS “Note A-2-6” $ 6,250,000.00 UBS “Note A-3” $ 37,500,000.00 KeyBank Locations of Mortgaged Properties Borrower Property Address ST County The GC Net Lease (Phoenix Deer Valley) Investors, LLC 25500 & 00000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx, XX AZ Maricopa XX Xxxxxxx Xxxxxxxxx, LLC 000 Xxxxxx Xxxx, Patterson, CA CA Stanislaus The GC Net Lease (Atlanta Perimeter) Investors, LLC 00 Xxxxxxxxx Xxxxxx Xxxx, XxXxxx, XX GA DeKalb 00 Xxxxxxxxx Xxxxxx Xxxx, XxXxxx, XX The GC Net Lease (Oak Brook) Investors, LLC 0000-0000 Xxxxxxxxxx Xxxxx, Xxx Xxxxx, XX IL DuPage The GC Net Lease (Charlotte Research) Investors, L.P. 0000 Xxxxxxxx Xxxxx, Xxxxxxxxx, XX NC Mecklenburg The GC Net Lease (West Xxxxxxx) Investors, LLC 6380 & 0000 Xxxxxxxx Xxx, Xxxx Xxxxxxx, OH OH Xxxxxx The GC Net Lease (Frisco Parkwood) Investors, LLC 0000 Xxxxxx Xxxxxxx, Frisco, TX TX Collin The GC Net Lease (Irving) Investors, LLC 000 Xxxxxx Xxxxx Xxxx, Xxxxxx, XX TX Dallas The GC Net Lease (Xxxxxx Xxxxxxxxx) Investors, LLC 0000 X Xxxx Xxxxxxxxx Fwy, Irving, TX TX Dallas The GC Net Lease (Lynnwood I) Investors, LLC 00000 00xx Xxx X, Xxxxxxxx, XX XX Snohomish EXHIBIT B

  • Cash Management Services Funds received by Transfer Agent in the course of performing its services hereunder will be held in demand deposit bank accounts or money market fund accounts in the name of Transfer Agent (or its nominee) as agent for the Funds.

  • Fortis Benefits represents that it believes, in good faith, that the Separate Account is a “segregated asset account” and that interests in the Separate Account are offered exclusively through the purchase of or transfer into a “variable contract,” within the meaning of such terms under Section 817(h) of the Code and the regulations thereunder. Fortis Benefits will make every effort to continue to meet such definitional requirements, and it will notify the Fund and Distributor immediately upon having a reasonable basis for believing that such requirements have ceased to be met or that they might not be met in the future.

  • Investment Services The Sub-Adviser will formulate and implement a continuous investment program for the Fund conforming to the investment objective, investment policies and restrictions of the Fund as set forth in the Prospectus and Statement of Additional Information of the Company as in effect from time to time (together, the "Registration Statement"), the Articles of Incorporation and By-laws of the Company, and any investment guidelines or other instructions received by the Sub-Adviser in writing from the Investment Manager from time to time. Any amendments to the foregoing documents will not be deemed effective with respect to the Sub-Adviser until the Sub-Adviser's receipt thereof. The appropriate officers and employees of the Sub-Adviser will be available to consult with the Investment Manager, the Company and the Directors at reasonable times and upon reasonable notice concerning the business of the Company, including valuations of securities which are not registered for public sale, not traded on any securities market or otherwise may be deemed illiquid for purposes of the ICA; provided it is understood that the Sub-Adviser is not responsible for daily pricing of the Fund's assets. Subject to the supervision and control of the Investment Manager, which in turn is subject to the supervision and control of the Directors, the Sub-Adviser in its discretion will determine which issuers and securities will be purchased, held, sold or exchanged by the Fund or otherwise represented in the Fund's investment portfolio from time to time and, subject to the provisions of paragraph 3 of this Agreement, will place orders with and give instructions to brokers, dealers and others for all such transactions and cause such transactions to be executed. Custody of the Fund will be maintained by a custodian bank (the "Custodian") and the Investment Manager will authorize the Custodian to honor orders and instructions by employees of the Sub-Adviser designated by the Sub-Adviser to settle transactions in respect of the Fund. No assets may be withdrawn from the Fund other than for settlement of transactions on behalf of the Fund except upon the written authorization of appropriate officers of the Company who shall have been certified as such by proper authorities of the Company prior to the withdrawal. The Sub-Adviser will not be responsible for the provision of administrative, bookkeeping or accounting services to the Fund except as specifically provided herein, as required by the ICA or the Advisers Act or as may be necessary for the Sub-Adviser to supply to the Investment Manager, the Fund or the Fund's shareholders the information required to be provided by the Sub-Adviser hereunder. Any records maintained hereunder shall be the property of the Fund and surrendered promptly upon request. In furnishing the services under this Agreement, the Sub-Adviser will comply with and use its best efforts to enable the Fund to conform to the requirements of: (i) the ICA and the regulations promulgated thereunder; (ii) Subchapter M of the Internal Revenue Code and the regulations promulgated thereunder; (iii) other applicable provisions of state or federal law; (iv) the Articles of Incorporation and By-laws of the Company; (v) policies and determinations of the Company and the Investment Manager provided to the Sub-Adviser in writing; (vi) the fundamental and non-fundamental investment policies and restrictions applicable to the Fund, as set out in the Registration Statement of the Company in effect, or as such investment policies and restrictions from time to time may be amended by the Fund's shareholders or the Directors and communicated to the Sub-Adviser in writing; (vii) the Registration Statement; and (viii) investment guidelines or other instructions received in writing from the Investment Manager. Notwithstanding the foregoing, the Sub-Adviser shall have no responsibility to monitor compliance with limitations or restrictions for which information from the Investment Manager or its authorized agents is required to enable the Sub-Adviser to monitor compliance with such limitations or restrictions unless such information is provided to the Sub-adviser in writing. The Sub-Adviser shall supervise and monitor the activities of its representatives, personnel and agents in connection with the investment program of the Fund. Nothing in this Agreement shall be implied to prevent the Investment Manager from engaging other sub-advisers to provide investment advice and other services to the Fund or to series or portfolios of the Company for which the Sub-Adviser does not provide such services, or to prevent the Investment Manager from providing such services itself in relation to the Fund or such other series or portfolios. The Sub-Adviser shall be responsible for the preparation and filing of Schedule 13-G and Form 13-F on behalf of the Fund. The Sub-Adviser shall not be responsible for the preparation or filing of any other reports required of the Fund by any governmental or regulatory agency, except as expressly agreed in writing.

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