Appointment of Back-Up Advancing Agent Sample Clauses

Appointment of Back-Up Advancing Agent. The Initial Back-Up Advancing Agent shall serve as the initial Back-Up Advancing Agent and shall be deemed appointed as Back-Up Advancing Agent at all times that no other party is so appointed in accordance with this Section 8.16. The Back-Up Advancing Agent shall at all times be an institution (i) that (A) has the Applicable Back-Up Advancing Agent Ratings, and (ii) is otherwise acceptable to the Rating Agencies as confirmed by receipt of a Rating Agency Confirmation from each Rating Agency. The Back-Up Advancing Agent may, at its own expense, appoint a successor Back-Up Advancing Agent to perform its obligations under this Agreement. The Back-Up Advancing Agent shall provide prompt written notice of the appointment of any successor Back-Up Advancing Agent to the Depositor, the Trustee (unless the Trustee is the Back-Up Advancing Agent), the Certificate Administrator, the Initial Purchasers, the Servicer, the Special Servicer, the Operating Advisor and the 17g-5 Information Provider, who shall post such notice on the 17g-5 Information Provider’s Website pursuant to Section 8.14(b). No appointment of a Back-Up Advancing Agent (other than the Initial Back-Up Advancing Agent ) shall be effective until the successor Back-Up Advancing Agent shall have executed and delivered to the Trustee for the benefit of the Trust, the Certificate Administrator and the Trust Interest Owners a written assumption of all obligations of the Back-Up Advancing Agent under this Agreement (including, without limitation, the obligation to make Advances as and when required of the Back-Up Advancing Agent under Section 3.23 and Section 7.6 of this Agreement), with a copy of such written assumption delivered to the 17g-5 Information Provider, who shall post such written assumption on the 17g-5 Information Provider’s Website pursuant to Section 8.14(b). The appointment of a successor Back-Up Advancing Agent shall not relieve the Back-Up Advancing Agent appointing such successor from any of its obligations hereunder (including, without limitation, its obligations under Section 3.23 and Section 7.6 of this Agreement), and the Back-Up Advancing Agent appointing such successor shall remain responsible for all acts and omissions of the successor Back-Up Advancing Agent.
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Related to Appointment of Back-Up Advancing Agent

  • Appointment Adviser hereby appoints the Sub-adviser as its investment Sub-adviser with respect to each Fund for the period and on the terms set forth in this Agreement. The Sub-adviser accepts such appointment and agrees to render the services herein set forth, for the compensation herein provided.

  • Effect of Termination Survival If the Service Agreement is terminated, the Provider shall destroy all of LEA’s Student Data pursuant to Article IV, section 6.

  • Termination of Contract The Department may terminate the Contract for refusal by the Contractor to comply with this section by not allowing access to all public records, as defined in Chapter 119, F. S., made or received by the Contractor in conjunction with the Contract.

  • Duties of Provider 5. D e-Identified Data. Section 5 (De-Identified Data) of Article IV (Duties of Provider) of the SDPA is hereby modified by deleting “indirectly” from the last sentence and by deleting the second to last sentence and replacing with the following sentence: “Except for Subprocessors, Provider agrees not to transfer de- identified Student Data to any party unless (a) that party agrees in writing not to attempt re-identification, and (b) that party agrees to comply with all applicable federal, state, and local laws, rules, and regulations pertaining to Student Data privacy and security, all as may be amended from time to time.”

  • Effect of Termination Upon any expiration of the Term or termination of this Agreement, the obligations and rights of the parties hereto shall cease, provided that such expiration or termination of this Agreement shall not relieve the parties of any obligation or breach of this Agreement accruing prior to such expiration or termination, including, without limitation, all accrued payment obligations arising under Article 6. In addition, Article 5, Article 7, Section 2.12, Section 4.5, and this Section 4.6 shall survive the expiration or termination of this Agreement. For the avoidance of doubt, the rights of Registry Operator to operate the registry for the TLD shall immediately cease upon any expiration of the Term or termination of this Agreement.

  • Termination of Agreement If this Agreement is terminated by the Representatives in accordance with the provisions of Section 5 or Section 9(a)(i) hereof, the Company shall reimburse the Underwriters for all of their out-of-pocket expenses, including the reasonable fees and disbursements of counsel for the Underwriters.

  • Annual Notification of Rights If the LEA has a policy of disclosing Education Records and/or Student Data under FERPA (34 CFR § 99.31(a)(1)), LEA shall include a specification of criteria for determining who constitutes a school official and what constitutes a legitimate educational interest in its annual notification of rights.

  • Pro Rata Distributions During such time as this Warrant is outstanding, if the Company shall declare or make any dividend or other distribution of its assets (or rights to acquire its assets) to holders of shares of Common Stock, by way of return of capital or otherwise (including, without limitation, any distribution of cash, stock or other securities, property or options by way of a dividend, spin off, reclassification, corporate rearrangement, scheme of arrangement or other similar transaction) (a “Distribution”), at any time after the issuance of this Warrant, then, in each such case, the Holder shall be entitled to participate in such Distribution to the same extent that the Holder would have participated therein if the Holder had held the number of shares of Common Stock acquirable upon complete exercise of this Warrant (without regard to any limitations on exercise hereof, including without limitation, the Beneficial Ownership Limitation) immediately before the date of which a record is taken for such Distribution, or, if no such record is taken, the date as of which the record holders of shares of Common Stock are to be determined for the participation in such Distribution (provided, however, that, to the extent that the Holder’s right to participate in any such Distribution would result in the Holder exceeding the Beneficial Ownership Limitation, then the Holder shall not be entitled to participate in such Distribution to such extent (or in the beneficial ownership of any shares of Common Stock as a result of such Distribution to such extent) and the portion of such Distribution shall be held in abeyance for the benefit of the Holder until such time, if ever, as its right thereto would not result in the Holder exceeding the Beneficial Ownership Limitation).

  • Duties of Lea 1. Privacy Compliance LEA shall provide data to Provider for the purposes of the Service Agreement in compliance with FERPA, COPPA, PPRA, SUPER and all other Washington privacy statutes.

  • Termination for Cause If Vendor fails to materially perform pursuant to the terms of this Agreement, TIPS shall provide written notice to Vendor specifying the default. If Vendor does not cure such default within thirty (30) days, TIPS may terminate this Agreement, in whole or in part, for cause. If TIPS terminates this Agreement for cause, and it is later determined that the termination for cause was wrongful, the termination shall automatically be converted to and treated as a termination for convenience.

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