Rules and Procedures for the Sample Clauses

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Rules and Procedures for the. Third Party Beneficiary Claim

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• Rules and Procedures (a) The Benefit Society By-Laws will be amended to provide for a 6th Director with three Directors appointed by the Unions and three Directors appointed by the Corporation.

• Notice and Procedures If any suit, action, proceeding (including any governmental or regulatory investigation), claim or demand shall be brought or asserted against any person in respect of which indemnification may be sought pursuant to either paragraph (a) or (b) above, such person (the “Indemnified Person”) shall promptly notify the person against whom such indemnification may be sought (the “Indemnifying Person”) in writing; provided that the failure to notify the Indemnifying Person shall not relieve it from any liability that it may have under paragraph (a) or (b) above except to the extent that it has been materially prejudiced (through the forfeiture of substantive rights or defenses) by such failure; and provided, further, that the failure to notify the Indemnifying Person shall not relieve it from any liability that it may have to an Indemnified Person otherwise than under paragraph (a) or (b) above. If any such proceeding shall be brought or asserted against an Indemnified Person and it shall have notified the Indemnifying Person thereof, the Indemnifying Person shall retain counsel reasonably satisfactory to the Indemnified Person (who shall not, without the consent of the Indemnified Person, be counsel to the Indemnifying Person) to represent the Indemnified Person in such proceeding and shall pay the fees and expenses of such counsel related to such proceeding, as incurred. In any such proceeding, any Indemnified Person shall have the right to retain its own counsel, but the fees and expenses of such counsel shall be at the expense of such Indemnified Person unless (i) the Indemnifying Person and the Indemnified Person shall have mutually agreed to the contrary; (ii) the Indemnifying Person has failed within a reasonable time to retain counsel reasonably satisfactory to the Indemnified Person; (iii) the Indemnified Person shall have reasonably concluded that there may be legal defenses available to it that are different from or in addition to those available to the Indemnifying Person; or (iv) the named parties in any such proceeding (including any impleaded parties) include both the Indemnifying Person and the Indemnified Person and representation of both parties by the same counsel would be inappropriate due to actual or potential differing interest between them. It is understood and agreed that the Indemnifying Person shall not, in connection with any proceeding or related proceedings in the same jurisdiction, be liable for the fees and expenses of more than one separate firm (in addition to any local counsel) for all Indemnified Persons, and that all such fees and expenses shall be paid or reimbursed as they are incurred. Any such separate firm for any Underwriter, its affiliates, directors and officers and any control persons of such Underwriter shall be designated in writing by the Representatives and any such separate firm for the Company, its directors, its officers who signed the Registration Statement and any control persons of the Company shall be designated in writing by the Company. The Indemnifying Person shall not be liable for any settlement of any proceeding effected without its written consent, but if settled with such consent or if there be a final judgment for the plaintiff, the Indemnifying Person agrees to indemnify each Indemnified Person from and against any loss or liability by reason of such settlement or judgment. Notwithstanding the foregoing sentence, if at any time an Indemnified Person shall have requested that an Indemnifying Person reimburse the Indemnified Person for fees and expenses of counsel as contemplated by this paragraph, the Indemnifying Person shall be liable for any settlement of any proceeding effected without its written consent if (i) such settlement is entered into more than 30 days after receipt by the Indemnifying Person of such request and (ii) the Indemnifying Person shall not have reimbursed the Indemnified Person in accordance with such request prior to the date of such settlement. No Indemnifying Person shall, without the written consent of the Indemnified Person, effect any settlement of any pending or threatened proceeding in respect of which any Indemnified Person is or could have been a party and indemnification could have been sought hereunder by such Indemnified Person, unless such settlement (x) includes an unconditional release of such Indemnified Person, in form and substance reasonably satisfactory to such Indemnified Person, from all liability on claims that are the subject matter of such proceeding and (y) does not include any statement as to or any admission of fault, culpability or a failure to act by or on behalf of any Indemnified Person.

• Definition and Procedure 26.1.1 For the purposes of this PPP Agreement, "

• Policy and Procedures If the resident leaves the facility due to hospitalization or a therapeutic leave, the facility shall not be obligated to hold the resident’s bed available until his or her return, unless prior arrangements have been made for a bed hold pursuant to the facility’s “Bed Reservation Policy and Procedure” and pursuant to applicable law. In the absence of a bed hold, the resident is not guaranteed readmission unless the resident is eligible for Medicaid and requires the services provided by the facility. However, the resident may be placed in any appropriate bed in a semi-private room in the facility at the time of his or her return from hospitalization or therapeutic leave provided a bed is available and the resident’s admission is appropriate and meets the readmission requirements of the facility.

• COMPLIANCE WITH POLICIES AND PROCEDURES During the period that Executive is employed with the Company hereunder, Executive shall adhere to the policies and standards of professionalism set forth in the policies and procedures of the Company and IAC as they may exist from time to time.

• Rules and Policies In addition to the terms and conditions contained herein, players acknowledge and agree that players shall be bound by and comply with all rules, regulations and policies established by SGM. SGM reserves the right in its sole and absolute discretion to amend, modify or cancel any of its rules, regulations and policies and/or adopt additional rules, regulations or policies. Any violation of the rules, regulations and policies by a member may result in the termination of the players contact, in SGM’s sole and absolute discretion.

• 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.

• GRIEVANCE AND ARBITRATION PROCEDURES 8.01 For the purposes of this Agreement, a grievance is defined as a difference arising between the parties related to the interpretation, application, administration or alleged violation of the Agreement including any question as to whether a matter is arbitrable.

• Notice and Procedure Promptly after the Indemnified Party receives any claim or notice of the commencement of any action, administrative or legal proceeding, or investigation as to which the indemnity provided for in Sections 23.1 through 23.3 may apply, the Indemnified Party shall notify the Indemnifying Party in writing of such fact; provided, however, that the rights of the Indemnified Party shall not be forfeited by the failure to give the Indemnifying Party notice to the extent that said failure does not have a material and adverse effect on the defense of the matter. The Indemnifying Party shall assume on behalf of the Indemnified Party, and conduct with due diligence and in good faith, the defense thereof with counsel reasonably satisfactory to the Indemnified Party; provided, however, that the Indemnifying Party shall not settle any such action or investigation unless approved by the Indemnified Party (which approval shall not be unreasonably withheld). Notwithstanding the foregoing, (a) the Indemnified Party shall have the right to be represented in any such action or investigation by advisory counsel of its own selection and at its own expense, and (b) if the Indemnified Party shall have reasonably concluded that (i) there may be legal defenses available to it that are different from, or additional to, or inconsistent with, those available to the Indemnifying Party, or (ii) there exists a conflict of interest between the Indemnifying Party and the Indemnified Party, then, in either case, the Indemnified Party shall have the right to select separate counsel to participate in the defense of such action on its own behalf and the Indemnifying Party shall indemnify the Indemnified Party for the fees and expenses of such separate counsel. If any claim, action, proceeding or investigation arises as to which the indemnity provided for in Section 23.1, 23.2 or 23.3 applies and the Indemnifying Party fails to assume the defense of such claim, action, proceeding or investigation, then the Indemnified Party may, at the Indemnifying Party’s expense, contest or settle such claim, and the Indemnifying Party shall remain obligated to indemnify the Indemnified Party for any and all losses, damages, and liability (including, without limitation, attorneys’ fees and expenses) associated therewith. The payment of the indemnity pursuant to this Section 23.5 shall not be predicated on the Indemnified Party having made payment on any suit, action, loss, damage, claim or liability.

• Policies and Procedures i) The policies and procedures of the designated employer apply to the employee while working at both sites.