DISCOVERY CLAUSE Sample Clauses

DISCOVERY CLAUSE. If the Organization or the Insurer refuses to renew this policy, or if this policy is terminated by the Insurer for any reason (except for non-payment of premium), or if an Organizational Change as defined in Clause X. occurs, the Insured(s) shall have the right to purchase a Discovery Period for the period(s) set forth in Item 7 of the Declarations following the effective date of such non- renewal, termination or Organizational Change. SPECIMEN The Insured’s right to purchase a Discovery Period shall lapse unless written notice of election to purchase such Discovery Period and the additional premium for such Discovery Period is received by the Insurer or its authorized agent within thirty (30) days after such non-renewal, termination or Organizational Change. The additional premium for the elected Discovery Period is set forth in Item 7 of the Declarations and shall be determined by multiplying the applicable percentage set forth in Item 7 of the Declarations by the premium set forth in Item 6. of the Declarations. During such Discovery Period, the Insured may provide the Insurer with written notice, pursuant to Clause VI of this policy, of Claims made against an Insured solely with respect to Wrongful Acts occurring prior to the effective date of the non-renewal or termination of the policy or the effective date of the Organizational Change and otherwise covered by this policy. The Limit of Liability for the Discovery Period shall be part of, and not in addition to, the applicable Limits of Liability set forth in Item 3 of the Declarations. The Discovery Period premium shall be fully earned at the inception of the Discovery Period. The Discovery Period is non-cancellable.
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DISCOVERY CLAUSE. In the event of the termination of this Trust in its entirety by PPA, then coverage shall extend, subject to the terms, limitations, exclusions and conditions of the Declaration then in effect, to claims made against the Member during the ninety (90) days following immediately upon such termination, but only for an Occurrence committed or alleged to have been committed during the Declaration Period then in effect.
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DISCOVERY CLAUSE. The employee will promptly disclose to the company all ideas, processes, inventions, modifications and improvements (collectively referred to as “Discoveries”) relating to any work or business carried out by the company, conceived by the employee him/herself or with others during the term of the employment, whether or not conceived during regular business hours. The company shall have the option to obtain exclusive property in such Discoveries. The employee agrees to execute all formal documents necessary to assign any Discoveries to the company as well as all documents required to obtain a patent, register or copyright, or enforce company’s rights to such Discoveries should the company desire to obtain respective rights. In case of the company’s adoption of the Discovery pursuant to Article 332 of the Swiss Code of Obligations the employee shall receive a compensation. The obligations shall remain effective beyond the termination of employment with respect to Discoveries the employee conceives or makes during the employment period.
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DISCOVERY CLAUSE. Except as indicated below, if the Insurer or the Named Entity shall cancel or refuse to renew this Coverage Section, then, solely with respect to this Coverage Section, the Named Entity shall have the right, upon payment of an additional premium of 75% of the “full annual premium,” to a period of one (1) year following the effective date of such cancellation or nonrenewal (herein referred to as the “Discovery Period”) in which to give to the Insurer written notice of Claims first made against the Insureds during said one year period for any Wrongful Act occurring prior to the end of the Policy Period and otherwise covered by this policy. As used herein, “full annual premium” means the premium level for this Coverage Section in effect immediately prior to the end of the Policy Period. The rights contained in this paragraph shall terminate, however, unless written notice of such election together with the additional premium due is received by the Insurer within thirty (30) days of the effective date of cancellation or nonrenewal. In the event of a Transaction, as defined in Clause 9 of the General Terms and Conditions, the Named Entity shall have the right, within thirty (30) days before the end of the Policy Period, to request an offer from the Insurer of a Discovery Period (with respect to Wrongful Acts occurring prior to the effective time of the Transaction) for a period of no less than three (3) years or for such longer or shorter period as the Named Entity may request. The Insurer shall offer such Discovery Period pursuant to such terms, conditions and premium as the Insurer may reasonably decide. In the event of a Transaction, the right to a Discovery Period shall not otherwise exist except as indicated in this paragraph. The additional premium for the Discovery Period shall be fully earned at the inception of the Discovery Period. The Discovery Period is not cancelable. This clause and the rights contained herein shall not apply to any cancellation resulting from non-payment of premium.
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DISCOVERY CLAUSE. If the Underwriters shall cancel or refuse to renew this policy, the Insured shall have the right upon payment of an additional premium, as set forth in the Declarations under Item G.:
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DISCOVERY CLAUSE. The indemnity provided by this section of the policy will also operate for up to sixty (60) months after the expiry of this insurance policy; solely in respect of losses occurring before the expiry of this insurance policy. Any claims received by You in respect of losses occurring before the expiry of Your insurance policy and notified to Us during this sixty (60) month period will be considered as having been made within the Period of Insurance, subject to You complying with all Insurance Policy terms, exclusions and conditions, including Your obligation to notify Us immediately that You become aware of any loss that may result in a claim under this insurance policy.
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DISCOVERY CLAUSE. If the Company or the Insurer shall refuse to renew this policy or upon the occurrence of an Organizational Change as defined in Clause 11, the Insured Person(s) shall be entitled to a Discovery Period of one year, two years or three years following the effective date of such non-renewal or Organizational Change, upon payment of the Discovery Period Premium specified in Item 6 of the Declarations, within which to give to the Insurer written notice pursuant to Clause 5 of this policy of Claims made against an Insured Person solely with respect to Wrongful Acts occurring prior to the end of the Policy Period and otherwise covered by this policy. The Discovery Period Premium shall be deemed fully earned at the inception of the Discovery Period. The Discovery Period is not cancellable. The Discovery Period Premium is calculated as a percentage of the annual premium, and shall in no event be less than the highest percentage of the comparable premium of any Underlying Policy. The rights contained in this Clause 8 shall terminate unless written notice of election of a Discovery Period together with any additional premium due is received by the Insurer no later than thirty (30) days subsequent to the effective date of the non-renewal or Organizational Change.
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DISCOVERY CLAUSE. If the Named Fund Manager refuses to renew this policy, then the Named Fund Manager shall have the right, upon payment of an additional premium of 75 per cent of the Full Annual Premium to a Discovery Period of 12 months following the effective date of non-renewal. If the Insurer refuses to offer any terms or conditions to renew this policy, then the Named Fund Manager shall have the right upon payment of an additional premium of 75 percent of the Full Annual Premium to a Discovery Period of 12 months following the effective date of non-renewal. The Insured shall be entitled to a 30 day Discovery Period at no additional premium if this policy is not renewed by either the Named Fund Manager or the Insurer. If the Named Fund Manager elects to purchase a Discovery Period, this 30-day Discovery Period shall be part of and not in addition to the purchased Discovery Period. To purchase the Discovery Period, the Named Fund Manager must request its purchase in writing within 15 days of the termination date of the policy and must tender the additional premium within 30 days of the termination date. The additional premium is not refundable and the Discovery Period is not cancellable. If a Transaction as defined in Clause 13(a) takes place, then the Named Fund Manager shall not have the right to purchase a Discovery Period as set out above. However, the Named Fund Manager shall have the right within 30 days of the end of the Policy Period to request an offer from the Insurer of a Discovery Period for up to 72 months. The Insurer shall offer a Discovery Period with terms, conditions and premium as the Insurer may reasonably decide.
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DISCOVERY CLAUSE. Except as indicated below, if the Named Entity shall cancel or the Named Entity or the Insurer shall refuse to renew this policy, the Named Entity shall have the right to a period of either one, two or three years following the effective date of such cancellation or nonrenewal (the “Discovery Period”) upon payment of the respective “Additional Premium Amount” described below in which to give to the Insurer written notice pursuant to Clause 7(a) and 7(c) of the policy of: (i) Claims first made against an Insured; and (ii) circumstances of which an Organization or an Insured shall become aware, in either case during said Discovery Period and solely with respect to a Wrongful Act occurring prior to the end of the Policy Period and otherwise covered by this policy.
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Related to DISCOVERY CLAUSE

  • CONTRACT CLAUSES  A SOLICITATION/CONTRACT FORM 1  I CONTRACT CLAUSES 58  B SUPPLIES OR SERVICES AND PRICES/COSTS 2 PART III - LIST OF DOCUMENTS, EXHIBITS & ATTACHMENTS  C DESCRIPTION/SPECS./WORK STATEMENT 25  J LIST OF ATTACHMENTS 74  D PACKAGING AND MARKING 26 PART IV - REPRESENTATIONS AND INSTRUCTIONS  E INSPECTION AND ACCEPTANCE 27 K REPRESENTATIONS, CERTIFICATIONS OTHER STATEMENTS OF OFFERORS  F DELIVERIES OR PERFORMANCE 29  G CONTRACT ADMINISTRATION DATA 32 L INSTRS., CONDS., AND NOTICES TO  H SPECIAL CONTRACT REQUIREMENTS 34 M EVALUATION FACTORS FOR AWARD CONTRACTING OFFICER WILL COMPLETE ITEM 17 OR 18 AS APPLICABLE

  • Cooperation Clause (a) To facilitate the orderly conduct of the Company and its Related Entities’ businesses, for the twelve (12)-month period following the Effective Date, Executive agrees to cooperate, at no charge, with the Company and its Related Entities’ reasonable requests for information or assistance related to the time of his/her employment.

  • Integration Clause Except for documents and instruments specifically referenced herein, this Agreement constitutes the entire agreement between Bank and Borrower regarding the Loan and all prior communications verbal or written between Borrower and Bank shall be of no further effect or evidentiary value.

  • Separability Clause In case any provision in this Indenture or in the Securities shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

  • Severability Clause Any part, provision, representation or warranty of this Agreement which is prohibited or which is held to be void or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof. Any part, provision, representation or warranty of this Agreement which is prohibited or unenforceable or is held to be void or unenforceable in any jurisdiction shall be ineffective, as to such jurisdiction, to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction as to any Mortgage Loan shall not invalidate or render unenforceable such provision in any other jurisdiction. To the extent permitted by applicable law, the parties hereto waive any provision of law which prohibits or renders void or unenforceable any provision hereof. If the invalidity of any part, provision, representation or warranty of this Agreement shall deprive any party of the economic benefit intended to be conferred by this Agreement, the parties shall negotiate, in good-faith, to develop a structure the economic effect of which is as close as possible to the economic effect of this Agreement without regard to such invalidity.

  • Periodic Review of Costs of Environmental Compliance In the ordinary course of its business, the Company conducts a periodic review of the effect of Environmental Laws on the business, operations and properties of the Company and its subsidiaries, in the course of which it identifies and evaluates associated costs and liabilities (including, without limitation, any capital or operating expenditures required for clean-up, closure of properties or compliance with Environmental Laws or any permit, license or approval, any related constraints on operating activities and any potential liabilities to third parties). On the basis of such review and the amount of its established reserves, the Company has reasonably concluded that such associated costs and liabilities would not, individually or in the aggregate, result in a Material Adverse Change.

  • GRANTING CLAUSES The Issuer hereby Grants to the Trustee, for the benefit and security of the Holders of the Notes, the Trustee and the Collateral Administrator (collectively, the Secured Parties) (or, where particular Secured Parties are specified as the beneficiaries of such Grant with respect to items of personal property identified in any of the sub-clauses below, for the benefit and security of such Secured Parties only), except as expressly set forth below, all of its right, title and interest in, to and under, in each case, whether now owned or existing, or hereafter acquired or arising, (a) the Portfolio Assets as of the Closing Date which the Issuer causes to be Delivered to the Trustee (directly or through an intermediary or bailee, including the Custodian) herewith and all payments thereon or with respect thereto, and all Portfolio Assets which are Delivered to the Trustee (directly or through an intermediary or bailee, including the Custodian) in the future pursuant to the terms hereof and all payments thereon or with respect thereto, (b) each of the Accounts (excluding any Class A-R Prepayment Account), and any Eligible Investments purchased with funds on deposit in any of the Accounts (excluding any Class A-R Prepayment Account), and all income from the investment of funds therein and all other property standing to the credit of each such Account, (c) the Collateral Management Agreement as set forth in Article 15 hereof, the Collateral Administration Agreement, each Placement Agency Agreement, each Subscription Agreement, the Revolving Credit Note Agreement, the Issuer Contribution Agreement, the Issuer Account Control Agreement, the Master Participation and Assignment Agreement and the Side Letter Security Agreement, (d) all Cash delivered to the Trustee (or the Custodian) for the benefit of the Secured Parties, (e) for the exclusive benefit of each Class A-R Noteholder, the Issuer’s interest in such Class A-R Noteholder’s Class A-R Prepayment Account, (f) all accounts, chattel paper, Deposit Accounts, general intangibles, instruments and investment property, and all letter-of-credit rights and other supporting obligations relating to the foregoing (in each case as defined in the UCC), (g) any other property otherwise delivered to the Trustee (directly or through an intermediary or bailee, including the Custodian) by or on behalf of the Issuer (including any other securities or investments not listed above and whether or not constituting Portfolio Assets or Eligible Investments) and (h) all proceeds with respect to the foregoing; provided that such Grants shall not include any Excepted Property (the assets referred to in (a) through (h), excluding the Excepted Property, are collectively referred to as the Collateral). The above Grant of Collateral is made in favor of the Trustee to hold in trust to secure the Notes and certain other amounts payable by the Issuer as described herein. Except as set forth in the Priority of Payments and Article 13 of this Indenture, the Notes are secured by the Grant equally and ratably without prejudice, priority or distinction between any Note and any other Note by reason of difference in time of issuance or otherwise; provided that, amounts on deposit in a Class A-R Prepayment Account shall be available only for distribution to the Class A-R Noteholders pursuant to the Revolving Credit Note Agreement and shall not be available to the Issuer to pay amounts owed to any Secured Parties other than the Class A-R Noteholders. The Grant is made to secure, in accordance with the priorities set forth in the Priority of Payments and Article 13 of this Indenture, (i) the payment of all amounts due on the Notes in accordance with their terms, (ii) the payment of all other sums payable under this Indenture, (iii) the payment of amounts owing by the Issuer under the Collateral Administration Agreement and (iv) compliance with the provisions of this Indenture, in each case as provided in this Indenture (collectively, the Secured Obligations). The foregoing Grant shall, for the purpose of determining the property subject to the lien of this Indenture, be deemed to include any interests in any securities and any investments granted to the Trustee by or on behalf of the Issuer, whether or not such securities or investments satisfy the Asset Eligibility Criteria or other criteria set forth in the definitions of Portfolio Asset or Eligible Investments, as the case may be. The Trustee acknowledges such Grant, accepts the trusts hereunder in accordance with the provisions hereof, and agrees to perform the duties herein in accordance with the terms hereof.

  • Saving Clause If any provision(s) of this Agreement shall be determined to be illegal or unenforceable, such determination shall in no manner affect the legality or enforceability of any other provision hereof.

  • Review Scope The parties confirm that the Asset Representations Review is not responsible for (a) reviewing the Receivables for compliance with the representations and warranties under the Transaction Documents, except as described in this Agreement or (b) determining whether noncompliance with the representations and warranties constitutes a breach of the Eligibility Representations. For the avoidance of doubt, the parties confirm that the review is not designed to determine why an Obligor is delinquent or the creditworthiness of the Obligor, either at the time of any Asset Review or at the time of origination of the related Receivable. Further, the Asset Review is not designed to establish cause, materiality or recourse for any Test Fail (as defined in Section 3.05).

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