TRANSFER OF ADMINISTRATION. In the event of transfer of the administration of the Company, Form-A-Co reserves the right to charge a fee for the transfer in accordance with its then current fee schedule. APPENDIX C Information Sheet on the Responsibilities of Directors of Gibraltar Companies and Client Responsibilities Director’s Responsibilities: Gibraltar corporate law places onerous responsibilities on the directors of companies that must be adhered to. It is important that clients, when providing directorships to their own companies, know and understand what is legally required of them. The below is a list of the main responsibilities but there are others so the list must not be considered as exhaustive. Form-A-Co would be pleased to assist by providing guidance to clients on request. To ensure that proper books of account are maintained and that formal annual accounts are prepared and filed with The Registrar of Companies. NB: Form-A-Co can provide book-keeping and accountancy services upon request.) To ensure that current information is provided at all times to allow the company secretaries to maintain statutory registers, including registers of shareholders, directors and company secretaries, and registers of legal charges against the assets of the company. (NB: Form-A-Co provides company secretarial services which include the creation and maintenance of the statutory registers, however, it is imperative that the directors keep Form-A-Co appraised of any changes that require to be recorded in the registers, such as the transfer of shares and the resignation and appointment of directors, etc.) To ensure that the company does not carry on business whilst insolvent. To ensure that the company fully complies with all local laws (including employment laws) and that it operates and carries on its business in a legal and ethical manner according to current codes of best practice. To ensure the currency of their business knowledge and, in particular, to be completely familiar with the terms of the company’s Memorandum & Articles of Association (or other Constitution of the company). To ensure the company complies with local taxation laws and fulfils its taxation liabilities and responsibilities.
TRANSFER OF ADMINISTRATION. From and after the date hereof, Buyer and Sellers shall use all commercially reasonable efforts to (i) set up in the Facility information systems of Buyer to be used in providing administrative services under the Charter Administrative Services Agreement and the ILIC Administrative Services Agreement and (ii) transfer all data necessary to administer the Business to such information systems.
TRANSFER OF ADMINISTRATION. In the event of transfer of the administration of the Company, Form-A-Co reserves the right to charge a fee for the transfer in accordance with its then current fee schedule.
TRANSFER OF ADMINISTRATION. During the Transition Period, the Servicer shall cooperate with the Company and use commercially reasonable efforts (as defined in the Purchase Agreement) to effect an orderly transfer of administration as rapidly and smoothly as possible at the business locations specified by the Company. The Company shall reimburse the Servicer for all travel costs associ ated therewith which have been approved in writing in advance by the Company.
TRANSFER OF ADMINISTRATION. In addition to and without limiting any other remedies contemplated by this Agreement, in the event that Cedent has (i) exhibited a pattern and practice of deficient performance of its material obligations set forth in this Article III that has had, or would reasonably be expected to have, a material adverse impact on the aggregate economic benefits Reinsurer reasonably expected to obtain from this Agreement, and (ii) failed to return to compliance with respect to the performance of such obligations within ninety (90) days following written notice from Reinsurer, then Reinsurer, at its own cost and expense, shall have the right, but not the obligation, to transfer all (but not less than all) of the Administrative Services to Reinsurer or an Affiliate or third party designated by Reinsurer and reasonably acceptable to Cedent, and Cedent shall cooperate with Reinsurer, and take all actions reasonably necessary, at Reinsurer’s cost and expense, to transfer such Administrative Services. From and after the date that all of the Administrative Services have been so transferred, Reinsurer shall be responsible for providing all Administrative Services in accordance with the standards set forth in Section 2 of this Article III, and Reinsurer shall bear all costs and expenses for the provision of such Administrative Services. Cedent shall not be entitled to receive the Recurring Reinsurance Allowance for any periods from and after the date that the Administrative Services have been so transferred in accordance with this Section 4.
TRANSFER OF ADMINISTRATION. In the event of transfer of the administration of the Company, Form-A-Co reserves the right to charge a fee for the transfer in accordance with its then current fee schedule. MANAGEMENT AGREEMENT / INDEMNITY This Agreement is made this day of 201 BETWEEN: Form-A-Co (Gibraltar) Limited of Suites 41/00 Xxxxxxxx Xxxxx, 00 Xxxx Xxxxxx, Xxxxxxxxx (“Form-A-Co”) Of the one part AND ....................................................................................................................................... Of................................................................................................................................... ....................................................................................................................................... (“the Client”) Of the other part IT IS XXXXXX AGREED AS FOLLOWS:
