Custodial Arrangements. Custody of Account(s) assets may be directed by Client to the party identified herein (“Custodian”). Management will not have actual custody of any assets in the Account(s) and will have no authority to maintain possession of Client’s assets. Each Custodian selected is to accept instructions in the Account(s) from Management, to whom Client hereby gives a power of attorney to manage the Account(s) in accordance with this Agreement. This power includes, but is not limited to, authority to buy, sell, exchange, trade in, lend, and otherwise deal in, for and on behalf of the Client, (on margin or otherwise) securities and to exercise in Management’s discretion all rights, powers, privileges and other incidents of ownership with respect to securities in the Account(s). Securities include, but are not limited to, stocks, bonds, shares of investment companies and all other securities and intangible investment instruments and vehicles of every kind and nature, domestic or international. The Account(s) is responsible for all expenses related to trading the assets, including, but not limited to, dividends payable with respect to securities sold short, brokerage fees, custodial fees, margin borrowing, interest on Account related loans and debit balances and legal fees and expenses incurred in attempting to protect or enhance the value of the securities in the Account(s). Custodian will hold all cash and securities. Custodian will typically send monthly statements and confirmation of transactions to Client and Management, will collect and credit all dividends and interest to Client’s Account(s), and will pay such Management fees from the Account(s) as are charged by Management pursuant to this Agreement. Custodian is not required to determine the accuracy of computation of such fees, which Client should do each time fees are deducted.
Custodial Arrangements. With respect to Purchased Mortgage Loans, Buyer may appoint any Person to act as the Custodian to hold possession of the Mortgage Loan Documents and the Agency Documents (or a portion thereof) and to take actions at the direction of Buyer. If any Person other than Buyer is appointed as Custodian, it shall be a condition precedent to Buyer entering into any Transactions hereunder that Seller, Buyer and Custodian enter into a Custodial Agreement acceptable to Buyer. Seller hereby consents to any and all such appointments and agrees to deliver the Mortgage Loan Documents and certain of the Agency Documents to the Custodian upon the direction of Buyer. Seller further agrees that (i) the Custodian shall be exclusively the agent, bailee and/or custodian of Buyer; (ii) receipt of the Mortgage Loan Documents or the Agency Documents by the Custodian shall be constructive receipt by Buyer of such documents; (iii) Seller shall not have and shall not attempt to exercise any degree of control over the Custodian or any Mortgage Loan Document or Agency Document held by the Custodian; and (iv) Buyer shall not be liable for any act or omission by the Custodian selected by Buyer with reasonable care.
Custodial Arrangements. Buyer may appoint any Person to act as the Custodian to hold possession of the Mortgage Loan Documents (or a portion thereof) and to take actions at the direction of Buyer. Seller hereby consents to any and all such appointments and agrees to deliver the Mortgage Loan Documents to the Custodian upon the direction of Buyer. Seller further agrees that (i) the Custodian shall be exclusively the agent, bailee and/or custodian of Buyer; (ii) receipt of the Mortgage Loan Documents by the Custodian shall be constructive receipt by Buyer of the Mortgage Loan Documents; (iii) Seller shall not have and shall not attempt to exercise any degree of control over the Custodian or any Mortgage Loan Document held by the Custodian.
Custodial Arrangements. The Trustee may appoint a custodian who ---------------------- is acceptable to the Servicer and the Contract Seller and who, upon execution of a custodial agreement, shall maintain possession of the Land Home Contract Files, together with assignments in recordable form, or such part of them as the Trustee shall direct, as agent of the Trustee pursuant to the terms of such custodial agreement. The appointment of such custodian shall not relieve the Trustee of its obligations hereunder. The Trustee will notify the Rating Agencies upon the appointment of any custodian. The Trustee shall keep the Servicer apprised at all times after the Closing Date of the location of the Land Home Contract Files. The Trustee shall take all steps that are reasonably necessary or appropriate in order to facilitate the Servicer's access to the Land Home Contract Files during normal business hours of the Trustee or any custodian and shall cooperate fully with the Servicer in securing such access.
Custodial Arrangements. Custody of Client’s assets will be maintained on a fully disclosed basis through KSI at an independent custodian established by the Client. At no time will KSI or Xxxxxx Advisors have custody of any of Client’s assets. Client shall continue to have complete, free and clear ownership at all times of all securities, cash properly carried in their account(s), unless specifically directed otherwise by the Client in writing. Client is solely responsible for paying all fees or charges of the custodian. Client authorizes Xxxxxx Advisors to give KSI instructions for the purchase, sale, conversion, redemption, exchange or retention of any security, cash or cash equivalent or other investment for Client’s account(s). Client shall receive monthly account statements directly from the custodian showing all transactions occurring in the account(s) and funds, securities, and other property in the account(s) at the end of the period. On a quarterly basis, statements detailing the current status of the account(s) will be provided to the Client. Client authorizes KSI to provide Xxxxxx Advisors with copies of all periodic statements, confirms and other reports for the Client account(s) sent by the custodian. In addition, upon selecting the option within the signature section of this Agreement, Client authorizes the custodian to send on a monthly or quarterly basis all trade confirmations within a single batch.
Custodial Arrangements. If GS&Co. acts as custodian for the securities and other property in Client's Account, GS&Co. is authorized to register such securities and other property in the name of GS&Co., or any nominee, including sub-custodians, or cause such securities and other property to be registered in the name of, or in the name of the nominee of, a recognized depository or clearing organization. Client understands that when GS&Co. holds on Client's behalf bonds or preferred stocks that are G. New Account Agreement callable in part by the issuer, such securities will be subject to an impartial lottery allocation system in which the probability of Client's securities being selected as called is proportional to the holdings of all clients of such securities held in bulk by or for GS&Co. Client further understands that GS&Co. will withdraw such securities from any depository prior to the first date on which such securities may be called unless such depository has adopted an impartial lottery system which is applicable to all participants. Client understands and agrees that GS&Co. may change either its policy or its allocation methodology at any time. GS&Co. is authorized to withdraw securities sold or otherwise disposed of, and to credit Client's Account with the proceeds thereof or make such other disposition thereof as Client may direct. GS&Co. is further authorized to collect all income and other payments which may become due on Client's securities, to surrender for payment maturing obligations and those called for redemption and to exchange certificates in temporary form for like certificates in definitive form, or, if the par value of any shares is changed, to effect the exchange for new certificates. It is understood and agreed by Client that although GS&Co. will use reasonable efforts to effect the authorization set forth in the preceding sentence, GS&Co. will incur no liability for its failure to do so. GS&Co. is subject to Exchange rules and regulations that may require it to forward to its clients certain written materials relating to the securities and other property in such client's account (including proxy materials). Except as otherwise required by these rules and regulations, GS&Co. is not otherwise responsible for obtaining, notifying Client of its receipt of, or forwarding to Client, any written materials relating to the securities and other property in Client's Account. Under Rule 15c3-3 of the Securities Exchange Act of 1934, as amended (respectively, “Rule 1...
Custodial Arrangements. The Trustee may appoint a custodian who is ---------------------- acceptable to the Servicer and the Contract Seller and who, upon execution of a custodial agreement, shall maintain possession of the Land Home Contract Files, together with assignments in recordable form, to the Trustee or another custodian designated by the Trustee, and the Trustee agrees that upon such delivery it shall maintain, or cause such custodian to maintain, or such part of them as the Trustee shall direct, as agent of the Trustee pursuant to the terms of such custodial agreement. The appointment of such custodian shall not relieve the Trustee of its obligations hereunder. The Trustee will notify the Rating Agencies upon the appointment of any custodian. The Trustee shall keep the Servicer apprised at all times after the Closing Date of the location of the Land Home Contract Files. The Trustee shall take all steps that are reasonably necessary or appropriate in order to facilitate the Servicer's access to the Land Home Contract Files during normal business hours of the Trustee or any custodian and shall cooperate fully with the Servicer in securing such access.
Custodial Arrangements. Custody of Account assets will be maintained with Fidelity Investments Institutional Brokerage Group, or the independent custodian selected by Client and designated as (the “Custodian”). Adviser will not have custody of any assets in the Account. Client will be solely responsible for paying all fees or charges of the Custodian. Client authorizes Adviser to give Custodian instructions for the purchase, sale, conversion, redemption, exchange or retention of any security, cash or cash equivalent or other investment for the Account. Client also authorizes and directs Adviser to instruct Custodian on Client’s behalf to (i) send Client at least monthly a statement showing all transactions occurring in the Account during the period covered by the account statement, and the funds, securities and other property in the Account at the end of the period; and (ii) provide Adviser copies of all periodic statements and other reports for the Account that Custodian sends to Client.
Custodial Arrangements. Within ten (10) calendar days following the date hereof, the Continuing Holders will duly execute and deliver a power of attorney in a form reasonably acceptable to SII ("Power of Attorney") appointing and constituting the Persons designated therein, and each of them, with full power of substitution, as the lawful agents and attorneys-in-fact of each Continuing Holder (the "Attorneys") for the purpose of delivering and assigning hereunder the shares of Company Common Stock to be contributed by such Continuing Holder to SII in accordance with the terms hereof. Certificates in negotiable form for such shares of Company Common Stock of such Continuing Holder shall be placed in custody by such date, for the purpose of making delivery of the shares of Company Common Stock under this Agreement, pursuant to the terms of the Custody Agreement which shall be duly executed by such Continuing Holder by such date (other than such shares of Company Common Stock as will be acquired by the Continuing Holders upon the exercise of Company Stock Options, which shall be delivered to the Custodian upon the issuance thereof). In addition, each Continuing Holder's shares of SII Common Stock and, following the Merger, Surviving Corporation Common Stock shall be delivered upon issuance to, and held by, the Custodian pursuant to the Custody Agreement. Each Continuing Holder severally agrees that the shares of Company Common Stock and SII Common Stock (and, following the Merger, Surviving Corporation Common Stock) represented by the certificates to be held in custody for him or it under the Custody Agreement will be held for the benefit of and coupled with and subject to the interest of SII (and, following the Merger, the Surviving Corporation) hereunder, that the arrangements made by such Continuing Holder for such custody and the appointment of the Attorneys by such Continuing Holder will be irrevocable, and that the obligations of such Continuing Holder hereunder and under the Custody Agreement shall not be terminated by operation of law, whether by the death or incapacity of the Continuing Holder or the occurrence of any other event. If the Continuing Holder should die or become incapacitated or if any other such event should occur before the delivery of the shares of Company Common Stock hereunder, certificates for such securities shall be delivered by the Attorneys in accordance with the terms and conditions of this Agreement and the Custody Agreement and actions taken by the...
Custodial Arrangements. Sub-Advisor shall have no responsibility or liability with respect to custodial arrangements, the payment of custodial charges and fees, or the acts or omissions of the custodian, broker, securities lending agent or any other party, except to the extent provided in subparagraph (a) of this Section 8. If Sub-Advisor sells any securities that have been lent from the account, the Advisor’s lending agent shall be responsible for delivering such securities for settlement. So long as the Sub-Advisor has complied with the Advisor’s written instructions relating to securities lending, as applicable, Sub-Advisor shall not be responsible for any loss incurred if securities lent from the account are not available for settlement.
