Approval of Informational Materials Sample Clauses

Approval of Informational Materials. (a) No person is authorized to make any representations concerning the Trust, the Funds, the Shares, or Distributor except those representations contained in the then-current Prospectuses and SAIs for the Shares and in such printed information as Distributor or the Trust may subsequently prepare. Service Provider shall send all filings with state and federal agencies and marketing materials in which the Trust or the Funds are named to Distributor for review at least fifteen business days prior to its filing or general release. No such materials shall be used if Distributor reasonably objects to such use. (b) If Service Provider elects to include any materials provided by Distributor, specifically Prospectuses, SAIs, shareholder reports or proxy materials, on its website or in any other computer or electronic format, Service Provider assumes sole responsibility for maintaining such materials in the form provided by Distributor and for promptly replacing such materials with all updates provided by Distributor.
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Approval of Informational MaterialsThe Trust shall submit to Advisor for its review and approval (i) any proposed names of a Trust Offering; and (ii) all advertisements, brochures and promotional and any other similar informational materials (including documents required to be filed with governmental or regulatory agencies) that in any way use or refer to IndexIQ, Advisor, a Licensed Index or a Licensed Mxxx (the “Informational Materials”). If any Informational Materials are rejected by Advisor, the Trust shall, to the extent commercially practicable, amend or withdraw from circulation any such materials.
Approval of Informational MaterialsNo person is authorized to make any representations concerning the Trust, the Portfolios, the Service Shares, or Distributor except those representations contained in the then-current prospectus and statement of additional information for the Service Shares and in such printed information as Distributor or the Trust may subsequently prepare. Service Provider shall send all filings with state and federal agencies and marketing materials in which the Trust or the Portfolios are named to Distributor for review at least fifteen business days prior to its filing or general release. No such materials shall be used if Distributor reasonably objects to such use.
Approval of Informational Materials. (a) No person is authorized to make any representations concerning the Trust, the Funds, the Shares, or Janus Services except those representations contained in the then-current Prospectus and SAI for the Shares and in such printed information as Janus Services or the Trust may subsequently prepare or approve. Service Provider shall send all filings with state and federal agencies and marketing materials in which the Trust or the Funds are named to Janus Services for review at least ten business days prior to its filing or general release. No such materials shall be used if Janus Services reasonably objects to such use. (b) If Service Provider elects to include any materials provided by Janus Services, specifically Prospectuses, SAIs, shareholder reports or proxy materials, on its web site or in any other computer or electronic format, Service Provider assumes sole responsibility for maintaining such materials in the form provided by Janus Services and for promptly replacing such materials with all updates provided by Janus Services. (c) Upon request from Service Provider, Janus Services shall provide the Service Provider with information regarding the Fund’s expenses, which information may include a table of fees and related narrative disclosure for use in any Prospectus or other descriptive document relating to a Contract. Service Provider shall provide prior written notice of any proposed modification of such information, which notice will describe the manner in which Service Provider proposes to modify the information, and agrees that it may not modify such information in any way without the prior consent and review of Janus Services, which consent and review shall not be unreasonably withheld. (d) Janus Services shall furnish, or cause to be furnished, to the Service Provider, each piece of sales literature or other promotional material that it or the Trust develops and in which the Service Provider, and/or the Separate Accounts, are named. No such material shall be used until approved by the Service Provider, and the Service Provider will use its best efforts to review such sales literature or promotional material within ten business days after receipt of such material. (e) Janus Services shall not give any information or make any representations on behalf of the Service Provider or concerning the Service Provider, the Separate Accounts, or the Contracts other than the information or representations contained in a registration statement, Prospectus (...
Approval of Informational Materials. (a) No person is authorized to make any representations concerning the Trust, the Funds, the Shares, the Distributor or Janus Services except those representations contained in the then-current Prospectuses and SAIs for the Shares and in such printed information as the Distributor or the Trust may subsequently prepare. (b) If Service Provider elects to include any materials provided by Janus Services and/or the Distributor, specifically, Prospectuses, SAIs, shareholder reports, proxy materials or marketing materials, on its website or in any other computer or electronic format, Service Provider assumes sole responsibility for maintaining such materials in the form provided by the Distributor and for promptly replacing such materials with all updates provided by Janus Services and/or the Distributor. (c) If shares of the Funds will be made available to Retirement Plan Customers of the Service Provider, Service Provider is permitted to make references to the Funds in efforts to market its services to Retirement Plan Customers, but is not authorized to make any representation concerning the Trust, the Fund, the Shares, the Distributor or Janus Services, except in compliance with Section 6(a) of the Agreement. (d) Service Provider shall send all filings with state and federal agencies and marketing materials in which the Funds are named to the Legal Department of Janus Services and/or the Distributor (the "Legal Department"), by mail or facsimile at the address or facsimile number shown under "Notices" in Section 15 of this Agreement (or such other address or number as provided by the Legal Department), at least fifteen (15) business days prior to its filing or general release. No such materials shall be used if Janus Services and/or the Distributor reasonably object to such use.
Approval of Informational MaterialsNo person is authorized to make any representations concerning the Trust, the Funds, the Shares, or Janus Service except those representations contained in the then-current prospectus and statement of additional information for the Shares and in such printed information as Janus Service or the Trust may subsequently prepare. Service Provider shall send all filings with state and federal agencies and marketing materials in which the Trust or the Funds are named to Janus Service for review at least fifteen business days prior to its filing or general release. No such materials shall be used if Janus Service reasonably objects to such use.
Approval of Informational MaterialsNo person is authorized to make any representations concerning the Trust, the Portfolios, the Service II Shares, or Distributor except those representations contained in the then-current prospectus and statement of additional information for the Service II Shares and in such printed information as Distributor or the Trust may subsequently prepare. Service Provider shall send all filings with state and federal agencies and marketing materials in which the Trust or the Portfolios are named to Distributor for review at least fifteen business days prior to its filing or general release. No such materials shall be used if Distributor reasonably objects to such use.
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Related to Approval of Informational Materials

  • Supply of Information The Republic agrees to deliver or cause to be delivered to each Stock Exchange copies of such documents as may be reasonably required for the purpose of obtaining such listing.

  • Accessibility of Information Technology Contractor represents and warrants that any software/ hardware/ communications system/ equipment (collectively “technology”), if any, provided under this Agreement adheres to the standards and/or specifications as may be set forth in the Section 508 of the Rehabilitation Act of 1973 standards guide and is fully compliant with WCAG 2.0 AA standards for accessibility and compliant with any applicable FCC regulations. Technology that will be used on a mobile device must also be navigable with Voiceover on iOS devices in addition to meeting WCAG 2.0 level AA. If portions of the technology or user experience are alleged to be non-compliant or non- accessible at any point, District will provide Contractor with notice of such allegation and Contractor shall use its best efforts to make the technology compliant and accessible. If a state or federal department, office or regulatory agency, or if any other third party administrative agency or organization (“Claimants”), make a claim, allegation, initiates legal or regulatory process, or if a court finds or otherwise determines that technology is non-compliant or non-accessible, Contractor shall indemnify, defend and hold harmless the District from and against any and all such claims, allegations, liabilities, damages, penalties, fees, costs (including but not limited to reasonable attorneys’ fees), arising out of or related to Xxxxxxxxx’ claims. Contractor shall also fully indemnify District for the full cost of any user accommodation that is found to be necessary due to an identifiable lack of accessibility in the Contractor’s technology. If necessary, an independent 3rd party accessibility firm using POUR standards (Perceivable, Operable, Understandable and Robust) may be used to validate the accessibility of the technology.

  • Promotional Materials In the event that the Fund or the Adviser makes available any promotional materials related to the Securities or the transactions contemplated hereby intended for use only by registered broker-dealers and registered representatives thereof by means of an Internet web site or similar electronic means, the Adviser will install and maintain, or will cause to be installed and maintained, pre-qualification and password-protection or similar procedures which are reasonably designed to effectively prohibit access to such promotional materials by persons other than registered broker-dealers and registered representatives thereof.

  • Confidential Nature of Information Each party agrees that it will treat in confidence all documents, materials and other information which it shall have obtained regarding the other party during the course of the negotiations leading to the consummation of the transactions contemplated hereby (whether obtained before or after the date of this Agreement), the investigation provided for herein and the preparation of this Agreement and other related documents, and, if the transactions contemplated hereby are not consummated, each party will return to the other party all copies of nonpublic documents and materials which have been furnished in connection therewith. Such documents, materials and information shall not be communicated to any third Person (other than, in the case of Buyer, to its counsel, accountants, financial advisors or lenders, and in the case of Seller, to its counsel, accountants or financial advisors). No other party shall use any confidential information in any manner whatsoever except solely for the purpose of evaluating the proposed purchase and sale of the Purchased Assets; provided, however, that after the Closing Buyer may use or disclose any confidential information included in the Purchased Assets or otherwise reasonably related to the Business or the Purchased Assets. The obligation of each party to treat such documents, materials and other information in confidence shall not apply to any information which (i) is or becomes available to such party from a source other than the other party, (ii) is or becomes available to the public other than as a result of disclosure by such party or its agents, (iii) is required to be disclosed under applicable law or judicial process, but only to the extent it must be disclosed, or (iv) such party reasonably deems necessary to disclose to obtain any of the consents or approvals contemplated hereby.

  • Instructional Materials A. The Board recognizes that appropriate texts, library reference facilities, maps and globes, laboratory equipment, audio-visual equipment, art supplies, athletic equipment, current periodicals, standard tests and questionnaires, computers, and similar materials are the tools of the teaching profession. B. Efforts shall be continued to seek and use instructional materials which reflect the contribution and presence of diverse ethnic and cultural groups. C. 1. Selection of instructional materials for each school shall be made by a committee of teachers chosen by the faculty within that school.

  • Treatment of Information (a) Certain of the Lenders may enter into this Agreement and take or not take action hereunder or under the other Loan Documents on the basis of information that does not contain material non-public information with respect to any of the Loan Parties or their securities (“Restricting Information”). Other Lenders may enter into this Agreement and take or not take action hereunder or under the other Loan Documents on the basis of information that may contain Restricting Information. Each Lender acknowledges that United States federal and state securities laws prohibit any person from purchasing or selling securities on the basis of material, non-public information concerning the issuer of such securities or, subject to certain limited exceptions, from communicating such information to any other Person. Neither the Administrative Agent nor any of its Affiliates shall, by making any Communications (including Restricting Information) available to a Lender, by participating in any conversations or other interactions with a Lender or otherwise, make or be deemed to make any statement with regard to or otherwise warrant that any such information or Communication does or does not contain Restricting Information nor shall the Administrative Agent or any of its Affiliates be responsible or liable in any way for any decision a Lender may make to limit or to not limit its access to Restricting Information. In particular, none of the Administrative Agent nor any of its Affiliates (i) shall have, and the Administrative Agent, on behalf of itself and each of its Affiliates, hereby disclaims, any duty to ascertain or inquire as to whether or not a Lender has or has not limited its access to Restricting Information, such Lender’s policies or procedures regarding the safeguarding of material, nonpublic information or such Lender’s compliance with applicable laws related thereto or (ii) shall have, or incur, any liability to any Loan Party or Lender or any of their respective Affiliates arising out of or relating to the Administrative Agent or any of its Affiliates providing or not providing Restricting Information to any Lender. (b) Each Lender acknowledges that circumstances may arise that require it to refer to Communications that might contain Restricting Information. Accordingly, each Lender agrees that it will nominate at least one designee to receive Communications (including Restricting Information) on its behalf and identify such designee (including such designee’s contact information) on such Lender’s Administrative Questionnaire. Each Lender agrees to notify the Administrative Agent from time to time of such Lender’s designee’s e-mail address to which notice of the availability of Restricting Information may be sent by electronic transmission. (c) Each Lender acknowledges that Communications delivered hereunder and under the other Loan Documents may contain Restricting Information and that such Communications are available to all Lenders generally. Each Lender that elects not to take access to Restricting Information does so voluntarily and, by such election, acknowledges and agrees that the Administrative Agent and other Lenders may have access to Restricting Information that is not available to such electing Lender. None of the Administrative Agent nor any Lender with access to Restricting Information shall have any duty to disclose such Restricting Information to such electing Lender or to use such Restricting Information on behalf of such electing Lender, and shall not be liable for the failure to so disclose or use, such Restricting Information. (d) The provisions of the foregoing clauses of this Section 10.09 are designed to assist the Administrative Agent, the Lenders and the Loan Parties, in complying with their respective contractual obligations and applicable law in circumstances where certain Lenders express a desire not to receive Restricting Information notwithstanding that certain Communications hereunder or under the other Loan Documents or other information provided to the Lenders hereunder or thereunder may contain Restricting Information. Neither the Administrative Agent nor any of its Affiliates warrants or makes any other statement with respect to the adequacy of such provisions to achieve such purpose nor does the Administrative Agent or any of its Affiliates warrant or make any other statement to the effect that an Loan Party’s or Lender’s adherence to such provisions will be sufficient to ensure compliance by such Loan Party or Lender with its contractual obligations or its duties under applicable law in respect of Restricting Information and each of the Lenders and each Loan Party assumes the risks associated therewith.

  • Promotional Material In the event that the Fund or the Investment Adviser makes available any promotional materials related to the Securities or the transactions contemplated hereby intended for use only by registered broker-dealers and registered representatives thereof by means of an Internet web site or similar electronic means, the Investment Adviser will install and maintain or will cause to be installed and maintained, pre-qualification and password-protection or similar procedures which are reasonably designed to effectively prohibit access to such promotional materials by persons other than registered broker-dealers and registered representatives thereof.

  • Preservation of Information; Communications to Holders The Trustee shall preserve, in as current a form as is reasonably practicable, the names and addresses of Holders contained in the most recent list furnished to the Trustee as provided in Section 701 and the names and addresses of Holders received by the Trustee in its capacity as Security Registrar. The Trustee may destroy any list furnished to it as provided in Section 701 upon receipt of a new list so furnished. The rights of Holders to communicate with other Holders with respect to their rights under this Indenture or under the Securities, and the corresponding rights and privileges of the Trustee, shall be as provided by the Trust Indenture Act. Every Holder of Securities, by receiving and holding the same, agrees with the Company and the Trustee that neither the Company nor the Trustee nor any agent of either of them shall be held accountable by reason of any disclosure of information as to names and addresses of Holders made pursuant to the Trust Indenture Act.

  • Furnishing of Information; Public Information (a) Until the earliest of the time that (i) no Purchaser owns Securities or (ii) the Warrants have expired, the Company covenants to maintain the registration of the Common Stock under Section 12(b) or 12(g) of the Exchange Act and to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act. (b) At any time during the period commencing from the six (6) month anniversary of the date hereof and ending at such time that all of the Securities may be sold without the requirement for the Company to be in compliance with Rule 144(c)(1) and otherwise without restriction or limitation pursuant to Rule 144, if the Company (i) shall fail for any reason to satisfy the current public information requirement under Rule 144(c) or (ii) has ever been an issuer described in Rule 144(i)(1)(i) or becomes an issuer in the future, and the Company shall fail to satisfy any condition set forth in Rule 144(i)(2) (a “Public Information Failure”) then, in addition to such Purchaser’s other available remedies, the Company shall pay to a Purchaser, in cash, as partial liquidated damages and not as a penalty, by reason of any such delay in or reduction of its ability to sell the Securities, an amount in cash equal to two percent (2.0%) of the aggregate Subscription Amount of such Purchaser’s Securities on the day of a Public Information Failure and on every thirtieth (30th) day (pro rated for periods totaling less than thirty days) thereafter until the earlier of (a) the date such Public Information Failure is cured and (b) such time that such public information is no longer required for the Purchasers to transfer the Shares and Warrant Shares pursuant to Rule 144. The payments to which a Purchaser shall be entitled pursuant to this Section 4.2(b) are referred to herein as “Public Information Failure Payments.” Public Information Failure Payments shall be paid on the earlier of (i) the last day of the calendar month during which such Public Information Failure Payments are incurred and (ii) the third (3rd) Business Day after the event or failure giving rise to the Public Information Failure Payments is cured. In the event the Company fails to make Public Information Failure Payments in a timely manner, such Public Information Failure Payments shall bear interest at the rate of 1.5% per month (prorated for partial months) until paid in full. Nothing herein shall limit such Purchaser’s right to pursue actual damages for the Public Information Failure, and such Purchaser shall have the right to pursue all remedies available to it at law or in equity including, without limitation, a decree of specific performance and/or injunctive relief.

  • Furnishing of Information Until the earliest of the time that (i) no Purchaser owns Securities or (ii) the Warrants have expired, the Company covenants to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act.

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