Obligations of Administrator. Administrator shall supply to the Group all ordinary, necessary or appropriate services for the efficient operation of the Practice, including without limitation, clerical, accounting, purchasing, payroll, legal, bookkeeping and computer services, information management, preparation of Tax Returns, printing, postage and duplication services and medical transcribing services; provided, however, that the Group may elect to prepare its own Tax Returns, in which case, the cost of preparing such Tax Returns in excess of $2,500 per annum shall be included in Excluded Practice Expenses. Administrator shall prepare monthly unaudited accrual or cash-basis (as designated by the Group) financial statements for the Group containing a balance sheet, income statement and monthly operational reports which detail payments, charges and accounts receivable statistics, monthly reconciliation reports on cash management and any other financial reports reasonably requested by a member of the Joint Planning Board designated by the Group, which shall be delivered to the Group as soon as practicable, but no later than thirty (30) days after the end of each calendar month. The Group may elect to have an audit conducted with respect to such financial statements by an accounting firm selected by Group in its sole discretion, in which case the cost of such audit shall be included in Excluded Practice Expenses unless such audit discloses a material discrepancy, equal to or greater than ten percent (10%) of the residual amount to which the Group is entitled following application of the priority of payment set forth in Section 7.6 below in which case the cost shall be an Administrator Expense.
Obligations of Administrator. Administrator shall supply to the Group all ordinary, necessary or appropriate services for the efficient operation of the Group and the Technical Operations, including without limitation, clerical, accounting, purchasing, payroll, legal, bookkeeping and computer services, information management, printing, postage and duplication services and medical transcribing services. Administrator shall prepare monthly unaudited cash-basis financial statements for the Group containing a balance sheet, income statement and monthly operational reports which detail payments, charges and accounts receivable statistics, monthly reconciliation reports on cash management and any other financial reports reasonably requested by a member of the Joint Planning Board designated by the Group, which shall be delivered to the Group as soon as practicable, but no later than thirty (30) days after the end of each calendar month. The Group may elect to have an audit conducted with respect to such financial statements by an accounting firm selected by Group in its sole discretion, in which case the cost of such audit shall be considered a Professional Expense, unless such audit discloses a material discrepancy, equal to or greater than ten percent (10%) of the amount to which the Group is entitled in accordance with the priority of payment set forth in Section 7.6 below, in which case the cost shall be an Administrator Expense.
Obligations of Administrator. Any Person (a) into which the Administrator may be merged or consolidated, (b) which may result from any merger or consolidation to which the Administrator shall be a party or (c) which may succeed to the properties and assets of the Administrator substantially as a whole, shall be the successor to the Administrator without the execution or filing of any document or any further act by any of the parties to this Agreement; provided, however, that the Administrator hereby covenants that it will not consummate any of the foregoing transactions except upon satisfaction of the following: (i) the surviving Administrator, if other than Xxxxxx Xxx, Inc., executes an agreement that states expressly that such Person assumes to perform every obligation of the Administrator under this Agreement, (ii) immediately after giving effect to such transaction, no representation or warranty made pursuant to Section 4.1 shall have been breached and no Administrator Default, and no event that, after notice or lapse of time, or both, would become an Administrator Default shall have occurred and be continuing, (iii) the surviving Administrator, if other than Xxxxxx Mae, Inc., shall have delivered to the Eligible Lender Trustee and the Indenture Trustee an Officers’ Certificate and an Opinion of Counsel each stating that such consolidation, merger or succession and such agreement of assumption comply with this Section 4.3 and that all conditions precedent, if any, provided for in this Agreement relating to such transaction have Administration Agreement been complied with, and that the Rating Agency Condition shall have been satisfied with respect to such transaction, (iv) unless Xxxxxx Xxx, Inc. is the surviving entity, such transaction will not result in a material adverse Federal or state tax consequence to the Issuer, the Noteholders or the Excess Distribution Certificateholder and (v) unless Xxxxxx Mae, Inc. is the surviving entity, the Administrator shall have delivered to the Eligible Lender Trustee and the Indenture Trustee an Opinion of Counsel either (A) stating that, in the opinion of such counsel, all financing statements and continuation statements and amendments thereto have been executed and filed that are necessary fully to preserve and protect the interest of the Eligible Lender Trustee and Indenture Trustee, respectively, in the Trust Student Loans and reciting the details of such filings, or (B) stating that, in the opinion of such counsel, no such action shall be...
Obligations of Administrator. The Administrator agrees
Obligations of Administrator. It is mutually covenanted and agreed that all services rendered by the Administrator to or on behalf of the Retirement System shall be performed with reasonable dispatch and shall be performed in a manner which is adequate and convenient to the Retirement System and the participants and beneficiaries of the Retirement System. The Administrator shall familiarize itself with the basic documents under which the Retirement System is established and render all services in accordance with said documents. The Administrator shall perform all obligations under this Agreement in accordance with the provisions of and pursuant to Florida Statutes, Section 112.656(2). By execution of this agreement, the Administrator acknowledges that it is a fiduciary of the Retirement System within the meaning of the Employee Retirement Income Security Act of 1974 (ERISA) and §112.656, Florida Statutes.
Obligations of Administrator. Administrator shall supply to the Group all ordinary, necessary or appropriate services for the timely and efficient operation of the Practice, including without limitation, billing and collection, clerical, accounting, purchasing, payroll, legal, bookkeeping and computer services, information management, preparation of Tax Returns, printing, postage and duplication services and medical transcribing services; provided, however, that the Group may elect to prepare its own Tax Returns, in which case, the cost of preparing such Tax
Obligations of Administrator. Administrator shall supply to the Group all ordinary, necessary or appropriate services for the efficient operation of the Practice, including without limitation, clerical, accounting, purchasing, payroll, legal, bookkeeping and computer services, information management, preparation of Tax Returns, printing, postage and duplication services and medical transcribing services; provided, however, that the Group may elect to prepare its own Tax Returns, in which case, the cost of preparing such Tax Returns in excess of $2,500 per annum shall be included in Excluded Practice Expenses. Administrator shall prepare monthly unaudited accrual or cash-basis (as designated by the Group) financial statements for the Group containing a balance sheet, income statement and monthly operational reports which detail payments, charges and accounts receivable statistics, monthly reconciliation reports on cash management and any other financial reports reasonably requested by a member of the Joint Planning Board designated by the Group, which shall be delivered to the Group as soon as practicable, but no later than thirty (30) days after the end of each calendar month. The Group
Obligations of Administrator. (a) On or before 10:00 a.m. (Toronto time) on the second Business Day preceding each Settlement Date, the Administrator shall (i) calculate the Discount for such Settlement Date and the related Settlement Period and (ii) provide the Seller and the Servicer with written notice of such Discount (including the calculation of the Discount Rate for such Settlement Date). Such Discount shall be calculated using an estimate of the Discount Rate, if necessary, for the remaining days in such Settlement Period based on the weighted average of the CP Rates and the Alternate Rates applicable to the Portions of Capital outstanding during the related Settlement Period determined as of the close of business on the Business Day preceding such second Business Day; PROVIDED, HOWEVER, that each calculation of Discount shall be adjusted as provided in SECTION 4.6 (b) hereof.
Obligations of Administrator. To enable UMBFS to perform its duties hereunder, Client agrees to assume the following obligations:
Obligations of Administrator. To advance the objectives stated above, Administrator shall promptly take the following actions on or before the dates described below.
