Fiduciary Authority Sample Clauses

Fiduciary Authority. This Agreement shall permit the Service Provider to act in a fiduciary capacity with respect to the handling of funds and other assets of the Company, subject to applicable law. The Service Provider shall have full authority to manage any and all aspects of the Company’s business and shall make, from time to time, and as reasonably requested by the Company, periodic status reports to the Company concerning operations, financial results, legal compliance and any other matter within the scope of the Service Provider’s broad range of duties, rights and obligations. If requested by the Service Provider, the Company will execute documentation confirming the Service Provider’s authority for use with third parties.
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Fiduciary Authority. The Plan Sponsor, as the responsible plan fiduciary for the Plan (that is, the fiduciary with authority to cause the Plan to enter into this Agreement), engages Adviser to provide the services described in this Agreement. The Plan is a participant-directed plan and the Plan Sponsor has the authority to designate investment alternatives under the Plan and the related trust, and to enter into an agreement with third parties to assist in these and related duties.
Sample 1
Fiduciary Authority. The Sub-Trustee has full power and authority under the ESOP, the Trust Agreement and the Sub-Trust Agreement to act as a Named Fiduciary of the Trust (within the meaning of Section 402(a)(2) of ERISA) for purposes of the sale of the Stock, and, in that capacity, to direct the Trustee as to (i) the sale of the Stock to Buyer and (ii) all other acts that the Sub-Trustee may deem necessary or proper to carry out the foregoing.
Sample 1
Fiduciary Authority. The Plan Sponsor represents that the person executing this Agreement on behalf of the Plan: (a) is a “Named Fiduciary,” as that term is defined in ERISA; (b) is authorized under provisions of the Plan documents (including any trust document related thereto) to enter into this Agreement and to retain Xxxxxx Xxxxx to perform the services set forth in this Agreement; (c) is not prohibited from acting as a fiduciary with respect to the Plan; and
Sample 1
Fiduciary Authority. Plan Sponsor's Fiduciary Authority The Plan Sponsor retains complete authority and responsibility for the Plan, its operation, and the benefits provided hereunder. The Claims Administrator is empowered to act on behalf of the Plan Sponsor in connection with the Plan only to the extent expressly stated in this Attachment. Except as stated in this Attachment, the Plan Sponsor shall retain final discretionary authority to determine the benefit provisions and the amount to be paid by the Plan, and to construe and interpret the terms of the Plan. The Plan Sponsor has the sole and complete authority and responsibility to determine eligibility of persons to participate in the Plan. Claims Administrator's Fiduciary Authority The Plan Sponsor and the Claims Administrator agree that the Claims Administrator will have the discretionary authority to administer, process, and determine entitlement to Plan benefits in accordance with the Plan documents for each claim received and to construe the terms of the Plan. It is agreed that the Claims Administrator has no other discretionary authority under the Plan. Claims Administrator is not a fiduciary with respect to rebate administration or the prescription drug plan. Alaska Railroad Corporation has final authority and responsibility to select its pharmacy benefit design and formulary from available options. Current formularies are available on the Claims Administrator's website.
Sample 1
Fiduciary Authority. Fiduciary represents and warrants that, unless otherwise specified, it is the Fiduciary with authority to enter into this Agreement on behalf of the Plan. Plan and Plan Sponsor represent and warrant that the person signing this Agreement on its behalf has been duly authorized to do so by Plan Sponsor. Fiduciary warrants and represents that the person signing this Agreement has been duly authorized to do so by Fiduciary. It warrants and represents that Fiduciary is independent of, and unrelated to, KISC.
Sample 1

Related to Fiduciary Authority

  • Discretionary Authority BROKERAGE - ING-IM shall have full and complete discretion to establish brokerage accounts in the name of the Client and execute transactions in securities markets in the name of the Client, pursuant to proper authorization from the Client, through one or more securities broker/dealer firms as ING-IM may select, including those which from time to time may furnish to ING-IM statistical and investment research information and other services. The Client accepts the Statement of Policy on Brokerage Practices which is attached to this Agreement as EXHIBIT "B" and incorporated herein by reference. This policy may be modified by ING-IM in consultation with the Client.

  • Statutory Authority Connecticut General Statute §§ 10a-104, 10a-108, 4a-52a, and 10a-151b provide the University with authority to enter into contracts in the pursuit of its mission.

  • SIGNATORY AUTHORITY The signatories to this Annex covenant and warrant that they have authority to execute this Annex. By signing below, the undersigned agrees to the above terms and conditions. NATIONAL AERONAUTICS AND SPACE ADMINISTRATION XXXXXX X. XXXXXXXX SPACE FLIGHT CENTER XXXX Digitally signed by XXXX XXXX ORIGIN, LLC

  • Regulatory Authority If any regulatory authority having jurisdiction (or any successor boards or agencies), a court of competent jurisdiction or other Governmental Authority with the appropriate jurisdiction (collectively, the ''Regulatory Body'') issues a rule, regulation, law or order that has the effect of cancelling, changing or superseding any term or provision of this Agreement (the ''Regulatory Requirement''), then this Agreement will be deemed modified to the extent necessary to comply with the Regulatory Requirement. Notwithstanding the foregoing, if a Regulatory Body materially modifies the terms and conditions of this Agreement and such modification(s) materially affect the benefits flowing to one or both of the Parties, as determined by either of the Parties within twenty (20) business days of the receipt of the Agreement as materially modified, the Parties agree to attempt in good faith to negotiate an amendment or amendments to this Agreement or take other appropriate action(s) so as to put each Party in effectively the same position in which the Parties would have been had such modification not been made. In the event that, within sixty (60) days or some other time period mutually agreed upon by the Parties after such modification has been made, the Parties are unable to reach agreement as to what, if any, amendments are necessary and fail to take other appropriate action to put each Party in effectively the same position in which the Parties would have been had such modification not been made, then either Party shall have the right to unilaterally terminate this Agreement forthwith.

  • Necessary Authority The Scheduling Coordinator represents and warrants that all of the entities which it identifies on Schedule 1 as Scheduling Coordinator Metered Entities that it represents have granted it all necessary authority to enable it to carry out its obligations under this Agreement and the CAISO Tariff, and, subject to the execution and delivery by the CAISO, this Agreement will be enforceable against the Scheduling Coordinator in accordance with its terms.

  • No Advisory or Fiduciary Responsibility In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower acknowledges and agrees that: (i) (A) the arranging and other services regarding this Agreement provided by the Lenders are arm’s-length commercial transactions between the Borrower and its Affiliates, on the one hand, and the Lenders and their Affiliates, on the other hand, (B) the Borrower has consulted its own legal, accounting, regulatory and tax advisors to the extent it has deemed appropriate, and (C) the Borrower is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Lenders and their Affiliates is and has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower or any of its Affiliates, or any other Person and (B) no Lender or any of its Affiliates has any obligation to the Borrower or any of its Affiliates with respect to the transactions contemplated hereby except, in the case of a Lender, those obligations expressly set forth herein and in the other Loan Documents; and (iii) each of the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower and its Affiliates, and no Lender or any of its Affiliates has any obligation to disclose any of such interests to the Borrower or its Affiliates. To the fullest extent permitted by law, the Borrower hereby waives and releases any claims that it may have against each of the Lenders and their Affiliates with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.

  • FINRA The Company shall advise the Representative (who shall make an appropriate filing with FINRA) if it is or becomes aware that (i) any officer or director of the Company, (ii) any beneficial owner of 5% or more of any class of the Company’s securities or (iii) any beneficial owner of the Company’s unregistered equity securities which were acquired during the 180 days immediately preceding the filing of the Registration Statement is or becomes an affiliate or associated person of a FINRA member participating in the Offering (as determined in accordance with the rules and regulations of FINRA).

  • COMPETENT SUPERVISORY AUTHORITY Identify the competent supervisory authority/ies in accordance with Clause 13 … ANNEX II - TECHNICAL AND ORGANISATIONAL MEASURES INCLUDING TECHNICAL AND ORGANISATIONAL MEASURES TO ENSURE THE SECURITY OF THE DATA EXPLANATORY NOTE: The technical and organisational measures must be described in specific (and not generic) terms. See also the general comment on the first page of the Appendix, in particular on the need to clearly indicate which measures apply to each transfer/set of transfers. Description of the technical and organisational measures implemented by the data importer(s) (including any relevant certifications) to ensure an appropriate level of security, taking into account the nature, scope, context and purpose of the processing, and the risks for the rights and freedoms of natural persons. [Examples of possible measures: • Measures of pseudonymisation and encryption of personal data • Measures for ensuring ongoing confidentiality, integrity, availability and resilience of processing systems and services • Measures for ensuring the ability to restore the availability and access to personal data in a timely manner in the event of a physical or technical incident • Processes for regularly testing, assessing and evaluating the effectiveness of technical and organisational measures in order to ensure the security of the processing • Measures for user identification and authorisation • Measures for the protection of data during transmission • Measures for the protection of data during storage • Measures for ensuring physical security of locations at which personal data are processed • Measures for ensuring events logging • Measures for ensuring system configuration, including default configuration • Measures for internal IT and IT security governance and management • Measures for certification/assurance of processes and products • Measures for ensuring data minimisation • Measures for ensuring data quality • Measures for ensuring limited data retention • Measures for ensuring accountability • Measures for allowing data portability and ensuring erasure]

  • No Advisory or Fiduciary Relationship The Company acknowledges and agrees that (a) the purchase and sale of the Offered Shares pursuant to this Agreement, including the determination of the public offering price of the Offered Shares and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the several Underwriters, on the other hand, (b) in connection with the offering contemplated hereby and the process leading to such transaction, each Underwriter is and has been acting solely as a principal and is not the agent or fiduciary of the Company, or its stockholders, creditors, employees or any other party, (c) no Underwriter has assumed or will assume an advisory or fiduciary responsibility in favor of the Company with respect to the offering contemplated hereby or the process leading thereto (irrespective of whether such Underwriter has advised or is currently advising the Company on other matters) and no Underwriter has any obligation to the Company with respect to the offering contemplated hereby except the obligations expressly set forth in this Agreement, (d) the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (e) the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the offering contemplated hereby and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

  • Company Authority The Company has all requisite corporate power and authority to enter into and perform this Agreement and to consummate the transactions contemplated herein.

Time is Money Join Law Insider Premium to draft better contracts faster.