New Dealer(s Sample Clauses

New Dealer(s. (a) In accordance with the provisions of subclause 8.01(b) of the Dealership Agreement the Issuer hereby appoints those of the Managers who are not Dealers (for the purposes of this Clause, a “New Dealer”) as dealers upon the terms of the Dealership Agreement in respect of the Covered Bonds only with the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement to the extent provided in such subclause 8.01(b) save that each New Dealer [shall not have the benefit of the undertakings contained in subclause (i) of Clause 3.03 of the Dealership Agreement]*.
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New Dealer(s. (a) In accordance with the provisions of subclause 8.01(b) of the Dealership Agreement, the Issuer hereby appoints those of the Managers who are not Dealers (for the purposes of this Clause, a “New Dealer”) as dealers upon the terms of the Dealership Agreement in respect of the Covered Bonds only with the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement to the extent provided in such subclause 8.01(b) [save that each New Dealer shall not have the benefit of the undertakings contained in Clause 3.03(i) of the Dealership Agreement]2. [The New Dealers request, and the Issuer and Guarantor each acknowledge and agree, that the New Dealers shall have the full benefit of the undertaking in Clause 3.03(i) of the Dealership Agreement pursuant to subclause 8.01(b) of the Dealership Agreement.].
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New Dealer(s. (a) In accordance with the provisions of subclause 8.01(b) of the Dealership Agreement the Issuer hereby appoints, for the purpose of the issuance of the Covered Bonds, those of the Managers who are not Dealers (for the purposes of this Clause, a “New Dealer”) as dealers upon the terms of the Dealership Agreement in respect of the Covered Bonds only with the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement to the extent provided in such subclause 8.01(b). Pursuant to subclause 8.01(b) of the Dealership Agreement, the New Dealers shall have the benefit of the undertaking contained in paragraph (i) of Clause 3.03, and shall have the benefit of the undertakings contained in subclauses (h), (j) and (n) of Clause 3.03 and the benefit of Section 9, in each case, only up to and including the Issue Date of the Covered Bonds.
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New Dealer(s. Both parties understand and agree that additional authorized Toyota dealers may be appointed in or near the primary area of responsibility served by DEALER when DISTRIBUTOR determines that new dealers are warranted, based upon such reasonable criteria as DISTRIBUTOR may establish in its sole discretion.
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New Dealer(s. 10.1 It is agreed that each of Barclays Capital Inc., BBVA Securities Inc., Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc., Commerz Markets LLC, Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., ING Financial Markets LLC, Mizuho Securities USA LLC and MUFG Securities Americas Inc. (for the purposes of this Clause 10, a New Dealer) shall become a Dealer upon the terms of the Dealership Agreement in respect of the Notes only with all the authority, rights, powers, duties and obligations of a Dealer under the Dealership Agreement save that, following the issue of the Notes, each New Dealer shall have no further authority, rights, powers, duties or obligations except such as shall have accrued or been incurred prior to, or in connection with the issue of, the Notes.
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Related to New Dealer(s

  • SELECTED DEALERS You may enter into selected dealer agreements, on such terms and conditions as you determine are not inconsistent with this Agreement, with broker-dealers to act as your agent to effect the sale of the Shares. Such selected broker-dealers shall sell Shares only at market prices subject to a minimum price to be established each day by you and the Fund (see paragraph 3 below). This Agreement shall not be construed as authorizing any dealer or other person to accept orders for sale on our behalf or to otherwise act as our agent for any purpose. You shall not be responsible for the acts of other dealers or agents except as and to the extent that they shall be acting for you or under your direction or authority.

  • Sales to Dealers You authorize the Manager to sell to Dealers (as defined below) such Securities purchased by you pursuant to the Underwriting Agreement as the Manager will determine. A “Dealer” will be a person who is: (a) a broker or dealer (as defined by FINRA) actually engaged in the investment banking or securities business, and (i) a member in good standing of FINRA, or (ii) a non-U.S. bank, broker, dealer, or other institution not eligible for membership in FINRA that, in the case of either clause (a)(i) or (a)(ii), makes the representations and agreements applicable to such institutions contained in Section 10.5 hereof, or (b) in the case of Offerings of Securities that are exempt securities under Section 3(a)(12) of the Securities Exchange Act of 1934 (the “1934 Act”), and such other Securities as from time to time may be sold by a “bank” (as defined in Section 3(a)(6) of the 1934 Act (a “Bank”)), a Bank that is not a member of FINRA and that makes the representations and agreements applicable to such institutions contained in Section 10.5 hereof. If the price for any such sales by the Manager to Dealers exceeds an amount equal to the Offering Price less the Selling Concession set forth in the applicable AAU, the amount of such excess, if any, will be credited to the accounts of the Underwriters as the Manager will determine.

  • Relationship Among Underwriters and Selected Dealers We shall have full authority to take such actions as we deem advisable in all matters pertaining to any Offering under this Master SDA. You are not authorized to act as an agent for us, any Underwriter or the Issuer or other Seller of any Securities in offering Securities to the public or otherwise. Neither we nor any Underwriter will be under any obligation to you except for obligations assumed hereby or in any Wire from us in connection with any Offering, and no obligations on our part as the Manager will be implied hereby or inferred herefrom. Nothing contained in this Master SDA or any Wire shall constitute the Selected Dealers an association or partners with us or any Underwriter or with one another, and the obligations of you and each of the other Selected Dealers or any of the Underwriters are several and not joint. If the Selected Dealers, among themselves, with us or with the Underwriters, should be deemed to constitute a partnership for federal income tax purposes, then you elect to be excluded from the application of Subchapter K, Chapter 1, Subtitle A of the Internal Revenue Code of 1986 and agree not to take any position inconsistent with such election. You authorize the Manager, in its discretion, to execute on your behalf such evidence of such election as may be required by the U.S. Internal Revenue Service. In connection with any Offering, you will be liable for your proportionate share of the amount of any tax, claim, demand or liability that may be asserted against you alone or against one or more Selected Dealers participating in such Offering, or against us or the Underwriters, based upon the claim that the Selected Dealers, or any of them, constitute an association, an unincorporated business or other entity, including, in each case, your proportionate share of the amount of any expense (including attorneys’ fees and expenses) incurred in defending against any such tax, claim, demand or liability.

  • Soliciting Dealers Broker-dealers who are members of the National Association of Securities Dealers, Inc., or that are exempt from broker-dealer registration, and who, in either case, have executed participating broker or other agreements with the Managing Dealer to sell Shares.

  • Dealer The seller of automobiles or light trucks that originated one or more of the Receivables and assigned the respective Receivable, directly or indirectly, to Ally Bank under an existing agreement between such seller and Ally Bank. Dealer Agreement: An existing agreement between Ally Bank or one of its Affiliates and a Dealer with respect to a Receivable. Default: Any occurrence that is, or with notice or the lapse of time or both would become, an Event of Default.

  • Underwriters The copies of the Registration Statement and each amendment thereto furnished to the U.S. Underwriters will be identical to the electronically transmitted copies thereof filed with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T.

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