Appointment of the Administrator. (a) The Fund hereby retains the Administrator to provide and the Administrator hereby agrees to provide the following services to the Fund:
(i) legal and accounting support services;
(ii) the provision of office space, telephone and utilities;
(iii) the general supervision of the entities which are retained by the Fund to provide accounting services, investor services and custody services to the Fund;
(iv) assisting in the drafting and updating of the Fund's registration statement, including its prospectus and statement of additional information;
(v) reviewing, approving and assisting in the preparation of regulatory filings with the Securities and Exchange Commission (the "SEC") and state securities regulators and other Federal and state regulatory authorities;
(vi) preparing reports to and other informational materials for members of the Fund ("Members") and assisting in the preparation of proxy statements and other Member communications;
(vii) monitoring the Fund's compliance with Federal and state regulatory requirements (other than those relating to investment compliance);
(viii) reviewing accounting records and financial reports of the Fund, assisting with the preparation of the financial reports of the Fund and acting as liaison with the Fund's administrator, legal counsel and independent auditors;
(ix) assisting in the preparation and filing of Fund tax returns;
(x) assisting, coordinating and organizing meetings of the board of managers of the Fund (the "Board") and meetings of Members as may be called by the Board from time to time;
(xi) preparing materials and reports for use in connection with meetings of the Board;
(xii) maintaining and preserving those books and records of the Fund not otherwise required to be maintained by the Fund's other administrator or custodian;
(xiii) reviewing and arranging for payment of the expenses of the Fund;
(xiv) assisting the Fund in conducting periodic repurchases of interests in the Fund ("Units"); and
(xv) such other services that the Fund and Administrator shall agree to from time to time.
(b) The Administrator is authorized to utilize the services of its affiliates and agents and their respective officers and employees in providing any of the services required to be provided by the Administrator under this Agreement.
Appointment of the Administrator. (a) The Trust, on behalf of each Fund listed in Appendix A, hereby retains the Administrator to provide the accounting and administrative services enumerated in Appendix B hereof, for the period and on the terms set forth in this Agreement.
(b) The Administrator hereby agrees to be retained and to furnish the services enumerated in Appendix B, for the period and on the terms set forth in this Agreement, in return for the compensation as provided in Section 4 of this Agreement.
Appointment of the Administrator. The Security Trustee shall approve the appointment or replacement of the Administrator only if it is satisfied that the proposed Administrator:
(a) (i) is listed on the List of Pre-approved Administrators; or (ii) holds regulatory permission(s) listed on the List of Generally Accepted Regulatory Regimes for Administrators; or (iii) is approved by the Bondholders' Representative;
(b) has experience and capacity (including and not limited to legal capacity and access to all necessary information sources) to perform its functions;
(c) if not listed on the List of Pre-approved Administrators, is otherwise sufficiently independent from the Issuer, or there are satisfactory measures in place to mitigate any potential dependence from the Issuer;
(d) is legally required pursuant to its agreement with the Issuer to verify Issuer's ongoing compliance with (i) the covenant set out in paragraph (3) (Deposited Cryptocurrency) of section 11 (Covenants) of the Terms and Conditions and (ii) the obligation of the Issuer to transfer Bonds to a subscribing party once the appropriate subscription price was paid; and
(e) has the power to stop, prevent or veto (i) any instructions issued by the Issuer to the Depo Bank with respect to the Pledged Bonds and (ii) instructions issued by the Issuer to the Depositary with respect to the Deposited Cryptocurrency, pursuant to an account authorisation, account control agreement, the provision of sole signing rights or any other agreement or arrangement between the Issuer, the Depo Bank or the Depositary and the Administrator (as applicable), and such power to stop, prevent or veto any transaction cannot be removed from the Administrator without the consent of the Security Trustee. When giving its approval, the Security Trustee shall rely on a certificate substantially in the form as attached in Schedule 4 hereto by (A) the Issuer confirming that the conditions set out in paragraphs (b) to (e) (inclusive) are satisfied with respect to the proposed Administrator and by (B) if condition listed in paragraph (a) above is satisfied by compliance with (a)(ii), a reputable international law firm as selected by the Issuer (at its sole cost) confirming that the conditions set out in paragraph (a)(ii) are satisfied with respect to the proposed Administrator. If an approval prescribed by this paragraph is given, the Security Trustee shall take such actions which are reasonably necessary to confirm or otherwise make effective the nomination of the A...
Appointment of the Administrator. (1) The Courts will appoint the Administrator to serve until further order of the Courts, to implement the Agreement and the Plan of Allocation, on the terms and conditions and with the powers, rights, duties and responsibilities set out in the Agreement and in the Plan of Allocation.
(2) If the Agreement is terminated, the Administrator’s fees, disbursements and taxes will be fixed as set out in section 4.1(1)(f).
(3) If the Settlement becomes final as contemplated by section 13 the Courts will fix the Administrator’s compensation and payment schedule.
Appointment of the Administrator. (1) By order of the Court, the Administrator will be appointed to serve until such time as the Escrow Settlement Funds are distributed in accordance with this Agreement and/or the Distribution Protocol, on the terms and conditions and with the powers, rights, duties and responsibilities set out in this Agreement and/or in the Distribution Protocol.
Appointment of the Administrator. The Fund hereby appoints the Administrator to act as administrator of the Fund for the period and on the terms set forth in this Agreement. The Administrator accepts such appointment and agrees to render the services herein set forth for the compensation herein provided. This Agreement shall be effective and binding on the parties hereto as of the Effective Date.
Appointment of the Administrator. (1) The Courts will appoint the Administrator to serve until such time as the Escrow Settlement Amount is distributed in accordance with the Plan of Allocation, to implement the Agreement and the Plan of Allocation, on the terms and conditions and with the powers, rights, duties and responsibilities set out in this Agreement and in the Plan of Allocation.
(2) If the Agreement is terminated, the Administrator’s fees, disbursements and taxes will be fixed as set out in section 4.1.
(3) If the approval of the Settlement becomes final as contemplated by section 11, the Courts will fix the Administrator’s compensation and payment schedule.
Appointment of the Administrator. The Fund hereby appoints the Administrator to act as the administrator of the Plan Classes and in that capacity to furnish the Fund with the transfer agent and shareholder servicing services set forth in Section 2 below and to assume responsibility for paying the expenses of the Fund identified in Section 4 below. The Administrator agrees to act, perform or assume the responsibility therefore in the manner and subject to the conditions hereinafter set forth.
Appointment of the Administrator. Each Family Member hereby constitutes and irrevocably appoints, effective from and after the date hereof, Xxxxxxxx Beach Holding as such Family Member’s agent and attorney-in-fact (the “Administrator”) to act as the Family Members’ Representative under this Agreement in accordance with the terms of this Section 8(p). In the event of the resignation of the Administrator, a successor Administrator reasonably satisfactory to NACCO and Xxxxxxxx Beach Holding shall thereafter be appointed by an instrument in writing signed by such successor Administrator and by those Family Members who, as of the date hereof, held a majority of the outstanding Family Member Shares held by all Family Members, and such appointment shall become effective as to any such successor Administrator when a copy of such instrument shall have been delivered to NACCO and Xxxxxxxx Beach Holding.
Appointment of the Administrator. The Company hereby appoints FTC as Administrator of the Funds on the terms and conditions set forth in this Agreement, and FTC hereby accepts such appointment and agrees to perform the services and duties set forth in this Agreement in consideration of the compensation provided for herein.
