Corporate Action Requests/Soliciting Dealer Agreements Sample Clauses
The Corporate Action Requests/Soliciting Dealer Agreements clause governs the procedures and terms under which a company may engage dealers or agents to solicit shareholder responses or actions related to corporate events, such as mergers, tender offers, or proxy solicitations. It typically outlines the responsibilities of the soliciting dealers, the compensation structure for their services, and the process for submitting and processing shareholder instructions. By clearly defining these arrangements, the clause ensures that shareholder communications and actions are managed efficiently and transparently, reducing confusion and potential disputes during significant corporate transactions.
Corporate Action Requests/Soliciting Dealer Agreements. Broker requests and authorizes Pershing to execute as Broker’s agent-in-fact any and all Soliciting Dealer Agreements (except as provided in Paragraph 13.8) for corporate actions involving securities or other interests held by Broker’s customers on the books of Pershing. Pershing agrees to provide a written advice of the pending corporate action to Broker at its designated locations. Pershing further agrees to collect and submit corporate action requests from Broker and submit them to the soliciting party in accordance with the instructions received from the soliciting party. Pershing agrees to use commercially reasonable efforts to communicate corporate action information to Broker and, where applicable, Broker’s customers, but shall not be liable for a) any delays in the communication of corporate action information or b) delays in the transmission of collected corporate action requests to the soliciting party unless caused by Pershing’s negligence. All fees received from the soliciting party will be credited to Broker. In consideration of providing this service to Broker, Broker agrees to indemnify and hold harmless Pershing, its affiliates, officers, agents and employees from all claims, suits, investigations, damages and defense costs (including reasonable attorney’s fees) that arise in connection with this Paragraph, except to the extent that such claims, suits, investigations, damages and defense costs result from the negligence of Pershing, its affiliates, officers, agents and/or employees.
Corporate Action Requests/Soliciting Dealer Agreements. Introducing Firm requests and authorizes Clearing Agent to execute as Introducing Firm’s agent-in-fact any and all Soliciting Dealer Agreements (except as provided in Section 12.7) for corporate actions involving securities or other interests held by Introducing Firm’s customers on the books of Clearing Agent. Clearing Agent agrees to provide a written notice of the pending corporate action to Introducing Firm at its designated locations. Clearing Agent further agrees to collect and submit corporate action requests from Introducing Firm and submit them to the soliciting party in accordance with the instructions received from the soliciting party. Clearing Agent agrees to use commercially reasonable efforts to communicate corporate action information to Introducing Firm and, where applicable, Introducing Firm’s customers, but shall not be liable for a) any delays in the communication of corporate action information or b) delays in the transmission of collected corporate action requests to the soliciting party unless caused by Clearing Agent’s gross negligence. All fees received from the soliciting party will be credited to Introducing Firm. In consideration of providing this service to Introducing Firm, Introducing Firm agrees to indemnify and hold harmless Clearing Agent, its affiliates, officers, agents and employees from all claims, suits, investigations, damages and defense costs (including reasonable attorney’s fees) that arise in connection with this Section.
Corporate Action Requests/Soliciting Dealer Agreements. Broker requests and authorizes Pershing to execute as Broker’s agent-in-fact any and all Soliciting Dealer Agreements for corporate actions involving securities or other interests held by Broker’s customers on the books of Pershing. Pershing agrees to provide notice of the pending corporate action to Broker at its designated locations. Pershing further agrees to collect and submit corporate action requests from Broker and submit them to the soliciting party in accordance with the instructions received from the soliciting party. Pershing agrees to use its best efforts to communicate corporate action information to Broker and, where applicable, Broker’s customers, but shall not be liable for a) any delays in the communication of corporate action information or b) delays in the transmission of collected corporate action requests to the soliciting party unless caused by Pershing’s negligence. All fees received from the soliciting party will be credited to Broker. In consideration of providing this service to Broker, Broker agrees to indemnify and hold harmless Pershing, its affiliates, officers, agents and employees from all claims, suits, investigations, damages and defense costs (including reasonable attorney’s fees) that arise in connection with this paragraph.
Corporate Action Requests/Soliciting Dealer Agreements. Broker requests and authorizes First Clearing to execute as Broker’s agent-in-fact any and all Soliciting Dealer Agreements for corporate actions involving securities or other interests held by Broker’s customers on the books of First Clearing. First Clearing agrees to provide notice of the pending corporate action to Broker at its designated locations. First Clearing further agrees to collect and submit corporate action requests from Broker and submit them to the soliciting party in accordance with the instructions received from the soliciting party. First Clearing agrees to use commercially reasonable efforts to communicate corporate action information to Broker and, where applicable, Broker’s customers, but shall not be liable for a) any delays in the communication of corporate action information or b) delays in the transmission of collected corporate action requests to the soliciting party unless caused by First Clearing’s gross negligence. All fees received from the soliciting party will be credited to Broker. In consideration of providing this service to Broker, Broker agrees to indemnify and hold harmless First Clearing, its affiliates, officers, agents and employees from all claims, suits, investigations, damages and defense costs (including reasonable attorney’s fees) that arise in connection with this Paragraph.
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Corporate Action Requests/Soliciting Dealer Agreements. You request and authorize Stifel to execute, as your agent-in-fact, all soliciting dealer agreements for corporate actions involving securities or other interests held by you on the books of Stifel. Stifel agrees to (i) provide written notice of the pending corporate action to you at your designated locations;
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