Other Customary Sample Clauses

Other Customary. Services Perform the customary services of a transfer agent, disbursing agent and, as relevant, agent in connection with accumulation, open-account or similar plan (including without limitation any periodic investment plan or periodic withdrawal program), including but not limited to: maintaining all Shareholder accounts, preparing Shareholder meeting lists, mailing Shareholder proxies, Shareholder reports and prospectuses to current Shareholders, withholding taxes on U.S. resident and non-resident alien accounts, preparing and filing U.S. Treasury Department Forms K-l and other appropriate forms required with respect to distributions by federal authorities for all Shareholders, preparing and mailing confirmation forms and statements of account to Shareholders for all purchases and redemptions of Shares and other confirmable transactions in Shareholder accounts, preparing and mailing activity statements for Shareholders, and providing Shareholder account information;
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Other Customary reimbursement of legal fees in the Provisions event of a dispute (if Executive prevails) - customary indemnification - 2-year noncompete with respect to luxury retailing - resignation from Board, if Executive's service terminates prior to end of terms _____________________ **** Customary definitions of Cause and Good Reason (including Change in Control) EXHIBIT D EMPLOYMENT AGREEMENT TERM SHEET (BEK) Xx. Xxxxxxxx and Parent are currently negotiating the terms of his employment. Details regarding such terms are forthcoming.

Related to Other Customary

  • Other Customary Services Perform the customary services of a transfer agent, dividend disbursing agent and, as relevant, shareholder servicing agent in connection with dividend reinvestment, accumulation, open-account or similar plan (including without limitation any periodic investment plan or periodic withdrawal program), including but not limited to: maintaining all Shareholder accounts; arranging for mailing of Shareholder reports and prospectuses to current Shareholders; withholding taxes on U.S. resident and non-resident alien accounts; preparing and filing U.S. Treasury Department Forms 1099 and other appropriate forms required with respect to dividends and distributions by federal authorities for all Shareholders; preparing and mailing confirmation forms and statements of account to Shareholders for all purchases and redemptions of Shares and other confirmable transactions in Shareholder accounts; preparing and mailing activity statements for Shareholders; and providing Shareholder account information;

  • Policies All policies of insurance (the “Policies”) required pursuant to Section 7.1.1 shall (i) be issued by companies approved by Lender and licensed to do business in the State, with a claims paying ability rating of “A” or better by S&P (and the equivalent by any other Rating Agency) (provided, however for multi-layered policies, (a) if four (4) or less insurance companies issue the Policies, then at least 75% of the insurance coverage represented by the Policies must be provided by insurance companies with a claims paying ability rating of “A” or better by S&P (and the equivalent by any other Rating Agency), with no carrier below “BBB” (and the equivalent by any other Rating Agency) or (b) if five (5) or more insurance companies issue the Policies, then at least sixty percent (60%) of the insurance coverage represented by the Policies must be provided by insurance companies with a claims paying ability rating of “A” or better by S&P (and the equivalent by any other Rating Agency), with no carrier below “BBB” (and the equivalent by any other Rating Agency), and a rating of A:XV or better in the current Best’s Insurance Reports; (ii) name Lender and Senior Lender and its successors and/or assigns as their interest may appear as the mortgagee (in the case of property insurance), loss payee (in the case of business interruption/loss of rents coverage) and an additional insured (in the case of liability insurance); (iii) contain (in the case of property insurance and subject to the rights of Senior Lender) a Non-Contributory Standard Mortgagee Clause and a Lender’s Loss Payable Endorsement, or their equivalents, naming Lender as the person to which all payments made by such insurance company shall be paid, subject to the rights of Senior Lender; (iv) contain a waiver of subrogation against Lender; (v) subject to the rights of Senior Lender, be assigned and the originals thereof delivered to Lender; (vi) contain such provisions as Lender deems reasonably necessary or desirable to protect its interest, including (a) endorsements providing that neither Borrower, Owner, Lender nor any other party shall be a co-insurer under the Policies, (b) that Lender shall receive at least thirty (30) days’ prior written notice of any modification, reduction or cancellation of any of the Policies, (c) an agreement whereby the insurer waives any right to claim any premiums and commissions against Lender, provided that the policy need not waive the requirement that the premium be paid in order for a claim to be paid to the insured and (d) providing that Lender is permitted to make payments to effect the continuation of such policy upon notice of cancellation due to non-payment of premiums; (vii) in the event any insurance policy (except for general public and other liability and workers compensation insurance) shall contain breach of warranty provisions, such policy shall provide that with respect to the interest of Lender, such insurance policy shall not be invalidated by and shall insure Lender regardless of (a) any act, failure to act or negligence of or violation of warranties, declarations or conditions contained in such policy by any named insured, (b) the occupancy or use of the premises for purposes more hazardous than permitted by the terms thereof, or (c) any foreclosure or other action or proceeding taken by Lender pursuant to any provision of the Loan Documents; and (viii) be satisfactory in form and substance to Lender and approved by Lender as to amounts, form, risk coverage, deductibles, loss payees and insureds. Borrower shall cause Owner to pay the premiums for such Policies (the “Insurance Premiums”) as the same become due and payable and furnish to Lender evidence of the renewal of each of the Policies together with (unless such Insurance Premiums have been paid by Senior Lender pursuant to Section 3.3 of the Senior Loan Agreement) receipts for or other evidence of the payment of the Insurance Premiums reasonably satisfactory to Lender. If Borrower does not furnish such evidence and receipts at least thirty (30) days prior to the expiration of any expiring Policy, then Lender may, but shall not be obligated to, procure such insurance and pay the Insurance Premiums therefor, and Borrower shall reimburse Lender for the cost of such Insurance Premiums promptly on demand, with interest accruing at the Default Rate. Borrower shall deliver (or cause Owner to deliver) to Lender a certified copy of each Policy within thirty (30) days after its effective date. Within thirty (30) days after request by Lender, Borrower shall obtain (or cause Owner to obtain) such increases in the amounts of coverage required hereunder as may be reasonably requested by Lender, taking into consideration changes in the value of money over time, changes in liability laws, changes in prudent customs and practices, and the like.

  • Customary Services The Transfer Agent shall perform all the customary services of a transfer agent, agent of dividend reinvestment plan, cash purchase plan and other investment programs and of a dividend disbursing agent and a processor of payments as described above consistent with those requirements in effect as of the date of this Agreement.

  • Endorsements and Procedures You agree to restrictively endorse any item transmitted through the Service as “For Mobile Deposit Only at Allied Federal Credit Union” with your Allied Federal Credit Union account number and signature, signed as the name is formatted on the front of the check. In accordance with Federal Reserve specifications, “For Mobile Deposit Only at Allied Federal Credit Union” must be handwritten and cannot be signified by checking printed boxes on the back of the check designated by the check printer. You agree to follow any and all other procedures and instructions for use of this Service as Allied Federal Credit Union may establish in the future. Any loss we incur from delay or processing error resulting from an improper endorsement or other markings by you will be your responsibility. IMAGE QUALITY: The image being transmitted through Mobile Deposit to Allied Federal Credit Union must be an accurate and legible image of the front and back copy of the check, including but not limited to, information about the drawer, the paying bank that is preprinted on the original check, MICR information, signature(s), any required identification written on the front of the check and any endorsements applied to the back of the original check. The image quality must comply with and meet the standards established by the American National Standards Institute, the Board of Governors of the Federal Reserve, and any other regulatory agency, clearing house or association. RECEIPT OF DEPOSIT: All images processed will be treated as “deposits” under your Allied Federal Credit Union Account Agreement and we reserve the right to reject any item transmitted through the Service, at our discretion, without liability to you. We are not responsible for items that We do not receive or for images that are dropped during transmission. When an image is received by Us, we will confirm receipt via email or text to You. Confirmation does not mean that the image contains no errors and will be accepted as a deposit. FUNDS AVAILABILITY: You agree that items transmitted using this Service are not subject to the funds availability requirements of Federal Reserve Board Regulation CC. Items transmitted by You and received by Us by 6:00 p.m. CST Monday through Friday, not including holidays, shall be credited to the Member’s deposit account on the next Business Day. Items received by the Credit Union after 6:00 p.m. CST on any Business Day shall be credited to the Member’s deposit account on the second Business Day after the deposit. Business Days are Monday through Friday, not including Federal and Credit Union posted holidays. RETURNED DEPOSITS: Any credit to your account for checks deposited using Mobile Deposit is provisional. If any item is not honored for any reason you will receive a Substitute Check, which is a paper reproduction of a check that contains an image of the front and back of the check and meets the other technical requirements for a substitute check under Check 21, as the charged-back item. You may not use this Service to deposit a Substitute Check and you may not deposit the original check, whether by physical deposit or by using Mobile Deposit. You agree to be held liable for funds used before the deposit is accepted and shown as a deposit in Your account. You agree to abide by any additional 2 instructions We may provide to You in connection with return checks. RETENTION OF ORIGINAL CHECKS: After you receive confirmation that We have received a check image, and the check image has been credited to Your account, You must xxxx the front of the check with “VOID” and securely store the original check for 90 days after transmission to Us and make the original check accessible to Us at Our request. Upon this request you will deliver, at your expense, the requested original check within 5 Business Days. If not provided in a timely manner by You, such amount will be deducted from Your deposit account regardless of whether such action may cause your account to not have sufficient funds and You agree to pay any associated fee. You may not present the original check or any image or Substitute Check created from the original check for payment at any other financial institution. Member shall be responsible for safekeeping and destruction of original items which are scanned, transmitted electronically and deposited using the Service. After the 90 days you must destroy the original check by cross-cut shredding or other acceptable means of permanent destruction. After destruction of an original check, the image will be the sole evidence of the original check. DEPOSIT LIMITS: We reserve the right to impose limits on the amount(s) and/or number of deposits that You transmit using the Service and to modify such limits from time to time. Mobile deposit limits are $2,000.00 per check and $4,000.00 per day.

  • Other Insurance Policies No action, inaction or event has occurred and no state of facts exists or has existed that has resulted or will result in the exclusion from, denial of, or defense to coverage under any applicable special hazard insurance policy, PMI Policy or bankruptcy bond, irrespective of the cause of such failure of coverage. In connection with the placement of any such insurance, no commission, fee, or other compensation has been or will be received by Seller or by any officer, director, or employee of Seller or any designee of Seller or any corporation in which Seller or any officer, director, or employee had a financial interest at the time of placement of such insurance.

  • Deductibles and Self-Insurance Retentions Any deductibles or self-insured retentions must be declared to and approved by the City. The City may require the Consultant to provide proof of ability to pay losses and related investigation, claims administration and defense expenses within the deductible or self-insured retention. The deductible or self-insured retention may be satisfied by either the named insured or the City.

  • Blanket Policies Notwithstanding anything to the contrary in this Section 6.03, any insurance which Lessee is required to obtain pursuant to this Section 6.03 may be carried under a “blanket” policy or policies covering other properties or liabilities of Lessee provided that such “blanket” policy or policies otherwise comply with the provisions of this Section 6.03.

  • Company Policies and Procedures 7.1.1 The Company will ensure that Employees are able to readily access Company policies and procedures that apply to the Employees.

  • Self-Insurance Notwithstanding the foregoing, each Interconnected Entity may self-insure to meet the minimum insurance requirements of this Section 13 of this Appendix 2 to the extent it maintains a self- insurance program, provided that such Interconnected Entity’s senior secured debt is rated at investment grade or better by Standard & Poor’s and its self-insurance program meets the minimum insurance requirements of this Section 13. For any period of time that an Interconnected Entity’s senior secured debt is unrated by Standard & Poor’s or is rated at less than investment grade by Standard & Poor’s, such Party shall comply with the insurance requirements applicable to it under this Section 13. In the event that an Interconnected Entity is permitted to self-insure pursuant to this section, it shall notify the other Interconnection Parties that it meets the requirements to self-insure and that its self-insurance program meets the minimum insurance requirements in a manner consistent with that specified in Section 13.5 of this Appendix 2.

  • Other Policies All other matters relating to the employment of the Employee not specifically addressed in this Agreement shall be subject to the general policies regarding executive employees of the Company as in effect from time to time.

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