Bond Counsel Services Sample Clauses

Bond Counsel Services. For the Bond Counsel services described above, the City will pay Consultant a flat fee of $60,000 for each series of Bonds, contingent on the closing of each such series of Bonds.
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Bond Counsel Services. (A) The Firm as bond counsel will, when requested by the School Board, perform the following services with respect to the issuance of certificates of participation, bonds, notes or other obligations of the School Board (herein collectively referred to as "bonds"), and matters relating thereto: (1) review of proposed financing programs as to legal feasibility, compliance with applicable law and pending or proposed revisions to the law, including United States Treasury regulations; (2) advice as to structuring procedures, required approvals and filings, schedule of events for timely debt issuance, and other legal matters relative to such debt; (3) attend meetings with School Board staff, general counsel and officials, the School Board financial advisor, if any, the School Board's underwriters and others as appropriate for development of the debt materials or dissemination of information in connection therewith; debt; (4) prepare resolutions and any amendments thereto in order to authorize the (5) prepare or review the trust indentures, loan agreements, escrow agreements, and any other agreements or similar documents necessary, related or incidental to any financing; (6) prepare (or assist counsel to the School Board in the preparation of) all validation pleadings, including complaint, notice of service, proposed answer, memorandum of law, and proposed order and to be in attendance to conduct (or assist) with any validation proceeding; (7) if sale is by competitive bid, assist in preparation of the bid comments, notice of sale, evaluation of bids and any other documentation or action necessary to conduct a sale of the bonds in that manner; (8) review the transcripts of all proceedings in connection with the foregoing and indicate any necessary corrective action; (9) prepare, obtain, deliver and file all closing papers necessary in connection with any debt, including, but not limited to, certified copies of all minutes, ordinances, resolutions, and orders; certificates such as officers, seal, incumbency, signature, no prior pledge; and verifications, consents and opinions from accountants, engineers, special consultants and attorneys; (10) review all disclosure documents prepared and authorized by the School Board, but only insofar as such documents describe the bonds and summarize the underlying documents; however, the Firm shall assume no responsibility for (a) the disclosure documents insofar as such documents describe the financial circumstances of the off...
Sample 1
Bond Counsel Services. Attorneys shall provide legal services, as bond counsel, in connection with the authorization, issuance and consummation of the financing proceedings relating to the Bonds. Such services shall include the following: (i) Consultation and cooperation with officials of the District, District legal counsel, financing consultants and other consultants, staff and employees of the District, and assisting such consultants, staff and employees in the formulation of a coordinated financial and legal bond issuance. (ii) Preparation of all legal proceedings for the authorization, issuance and delivery of Bonds by the District; including preparation of the resolution authorizing the issuance of such Bonds, fixing the date, denominations, numbers, maturity and interest rates, providing the form of the Bonds and authorizing their execution, authentication and registration; certifying the terms and conditions upon which the same are to be issued; providing for the setting up of special funds for the disposition of proceeds of the sale of the Bonds, including creation of reserve funds, if any, and such other funds as may be advisable, and providing all other details in connection therewith, including special covenants and clauses for the protection of the interests of the Bond holders; preparation of the resolution selling all or any part of the authorized Bond issue; preparation of all documents required for Bond delivery, including cumulative cash flow deficit certificates required by federal tax law, and supervising such delivery; preparation of all other proceedings incidental to or in connection with the issuance, sale and delivery of the Bonds. (iii) Application for any Internal Revenue Service or other rulings necessary to assure tax-exempt status of the Bonds, or as required by the purchasers of the Bonds. (iv) Upon completion of proceedings to the satisfaction of Attorneys, providing a legal opinion approving in all regards the legality of all proceedings for the authorization, issuance and delivery of Bonds, and stating that interest on the Bonds is excluded from gross income for purposes of federal income taxes and is exempt from State of California personal income taxation, which opinion shall inure to the benefit of the purchasers of the Bonds. (v) Any and all legal consultation requested by the District concerning the Bonds at any time after delivery of the Bonds. (vi) Such other and further services as are normally performed by bond counsel in connection wit...
Sample 1
Bond Counsel Services. XXXX COUNSEL shall provide the following services in connection with the authorization, issuance, sale and delivery of the 2022B Bonds:
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Bond Counsel Services. Bond Issuance. The bond counsel fee per series will be determined as follows subject to a minimum of $40,000 and a maximum of
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Bond Counsel Services. For the services of Attorneys listed in Section 2 in connection with Bond Counsel services rendered for the execution and delivery of the Financing Agreements, the City will pay Attorneys a flat fee equal to $45,000.
Sample 1
Bond Counsel Services. Attorneys, in their role as Bond Counsel, shall do, carry out and perform all of the following services as are necessary for the formation of the District and the issuance of the Bonds: (i) Provide legal advice to the County with respect to the issuance of the Bonds and the refunding of the 2005 Bonds, and, in connection therewith, consult and cooperate with the County Administrator, the County Treasurer/Tax Collector, the Director of the Community Development and Services Agency, the Deputy County Administrator, County Counsel and all other officers and employees of the County, and also, at the direction of the County, cooperate with the underwriter, municipal advisor, special tax consultant and other professional firms engaged by the County in the formulation of a coordinated financial and legal financing from the proceeds of the Bonds. (ii) Preparation of all legal proceedings deemed necessary or advisable by Attorneys for the authorization, issuance and delivery of the Bonds and the refunding of the 2005 Bonds, including preparation of (A) documentation required for the issuance of the Bonds by the County, including a fiscal agent agreement and a resolution authorizing the issuance of the Bonds, and all documentation required to be executed by the County in connection with the delivery of the Bonds to the purchaser thereof; (B) documentation for the redemption of the 2005 Bonds, including an Escrow Agreement and instructions to the fiscal agent for the 2005 Bonds to redeem the 2005 Bonds; (C) necessary California Debt and Investment Advisory Commission filings and other reports and documents required to be filed by the County in connection with the issuance of the Bonds and the refunding of the 2005 Bonds; (D) certificates, requisitions and other documents required in connection with the delivery of the Bonds to the original purchaser thereof; and (E) other proceedings of the County incidental to or in connection with the issuance, sale and delivery of the Bonds and the refunding of the 2005 Bonds. (iii) Subject to the completion of proceedings to the satisfaction of Attorneys, providing a legal opinion (A) approving the legality of the proceedings of the County for the authorization, issuance and delivery of the Bonds, and (B) stating that interest on the Bonds is excludable from gross income of the owners of the Bonds for federal income tax purposes and is exempt from State of California personal income taxation. (iv) Legal consultation requested by ...
Sample 1
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Bond Counsel Services. Services to issue bonds (“Bonds”) after a successful election (“Bond Counsel Services”) will include the following: a) Advice regarding the formation, creation and/or modification of an existing Bond Oversight Committee and assistance in establishing policies to manage the committee, including providing sample policies, bylaws and forms for consideration; b) Consultation with the District and its staff, the County, and the District’s financial advisor concerning the Bonds and the timing, terms and structure of the offering; c) Preparation of the proceedings to certify the election results and to authorize the Bonds; preparation of the resolution of the Governing Board setting forth the terms and conditions of the bonds and their form, date, denominations and maturity (if necessary); preparation of the resolution of the County Board of Supervisors approving issuance of the Bonds; and preparation of all related agreements and documents pertaining to the sale of the bonds by competitive or negotiated sale; d) Attendance at up to two (2) in-person meetings of the District Governing Board and with the District’s financial advisor and other consultants regarding the issuance and sale of the Bonds, as needed or requested; e) Coordination of the full finance team as necessary for the review of documents and finance plans; f) Examination of the proofs of the Bonds, preparation of the final closing papers, organization and conduct of the Bond closing, and the rendering of a final legal opinion at the time of delivery of and receipt of payment for the bonds; g) Review of post-closing legal compliance requirements with the District.
Sample 1

Related to Bond Counsel Services

  • Special Services Should the Trust have occasion to request the Adviser to perform services not herein contemplated or to request the Adviser to arrange for the services of others, the Adviser will act for the Trust on behalf of the Fund upon request to the best of its ability, with compensation for the Adviser's services to be agreed upon with respect to each such occasion as it arises.

  • Legal Services If this Agreement is for legal services, this section is applicable. Contractor shall: (i) adhere to legal cost and billing guidelines designated by the JBE; (ii) adhere to litigation plans designated by the JBE, if applicable; (iii) adhere to case phasing of activities designated by the JBE, if applicable; (iv) submit and adhere to legal budgets as designated by the JBE; (v) maintain legal malpractice insurance in an amount not less than the amount designated by the JBE; and (vi) submit to legal bill audits and law firm audits if so requested by the JBE, whether conducted by employees or designees of the JBE or by any legal cost-control provider retained by the JBE for that purpose. Contractor may be required to submit to a legal cost and utilization review as determined by the JBE. If (a) the Contract Amount is greater than $50,000, (b) the legal services are not the legal representation of low- or middle-income persons, in either civil, criminal, or administrative matters, and (c) the legal services are to be performed within California, then Contractor agrees to make a good faith effort to provide a minimum number of hours of pro xxxx legal services, or an equivalent amount of financial contributions to qualified legal services projects and support centers, as defined in section 6213 of the Business and Professions Code, during each year of the Agreement equal to the lesser of either (A) thirty (30) multiplied by the number of full time attorneys in the firm’s offices in California, with the number of hours prorated on an actual day basis for any period of less than a full year or (B) the number of hours equal to ten percent (10%) of the Contract Amount divided by the average billing rate of the firm. Failure to make a good faith effort may be cause for nonrenewal of this Agreement or another judicial branch or other state contract for legal services, and may be taken into account when determining the award of future contracts with a Judicial Branch Entity for legal services.

  • Counseling Services SUD therapy/counseling is a relationship between people that works in part because of clearly defined rights and responsibilities held by each person. As a client in the SUD counseling process, you have certain rights and responsibilities that are important for you to understand. There are also legal limitations to those rights that you should be aware of. I, as your SUD counselor, have corresponding responsibilities to you. These rights and responsibilities are described in the following sections. SUD therapy/counseling has both benefits and risks. Risks may include experiencing uncomfortable feelings, such as sadness, guilt, anxiety, anger, frustration, loneliness and helplessness, because the process of therapy often requires discussing the unpleasant aspects of your life. However, therapy has been shown to have benefits for individuals who undertake it. Therapy often leads to a significant reduction in feelings of distress, increased satisfaction in interpersonal relationships, greater personal awareness and insight, increased skills for managing stress and resolutions to specific problems. But, there are no guarantees about what will happen. Therapy requires a very active effort on your part. In order to be most successful, you will want to put into practice things we discuss outside of sessions. The first 2-3 sessions will involve a comprehensive evaluation of your needs. By the end of the evaluation, I will be able to offer you some initial impressions of what our work might include. At that point, we will discuss your treatment goals and create an initial treatment plan. You should evaluate this information and make your own assessment about whether you feel comfortable working with me. If you have questions about my procedures, we should discuss them whenever they arise. If your doubts persist, I will be happy to help you set up a meeting with another SUD professional for a second opinion. PROFESSIONAL FEES The standard fee for a 50-minute individual session is $125.00 and the standard fee for a 90 minute couples session is $175.00 You are responsible for paying the full amount at the time of your session, unless prior arrangements have been made. Payment must be made by cash, or credit card. If you refuse to pay your debt, I reserve the right to use an attorney or collection agency to secure payment. APPOINTMENTS Appointments will ordinarily be 45-60 minutes in duration, once per week at a time we agree on, although some sessions may be more, or less frequent as needed. The time scheduled for your appointment is assigned to you and you alone. If you need to cancel or reschedule a session, I ask that you provide me with 24-hours notice. If you miss a session without canceling, or cancel with less than 24-hour notice, my policy is to collect the full session fee of $125.00/individual or $175.00/couples. It is important to note that insurance companies do not provide reimbursement for cancelled sessions; thus, you will be responsible for 100% of the full rate. If it is possible, I will try to find another time to reschedule the appointment. In addition, you are responsible for coming to your session on time; if you are late, your appointment will still need to end at the scheduled time. Finally, I have the right to terminate treatment after 2 missed appointments or habitual tardiness. Thank you for understanding. To schedule, cancel or change and appointment you may call, text or email me. You can expect a response before the end of the business day. INSURANCE I am not a participating provider for any insurance plan. If you would like, I will supply you with a receipt of payment for services, which you can submit to your insurance company for reimbursement. Please note that not all insurance companies reimburse for out-of-network providers. PROFESSIONAL RECORDS I am required to keep appropriate records of the SUD therapy/counseling services that I provide. Your records are maintained in a secured, encrypted, HIPAA compliant web-based system. I keep brief records noting that you were here, your reasons for seeking SUD therapy/counseling, the goals and progress we set for treatment, your diagnosis, topics we discussed, your medical, social, and treatment history, records I receive from other providers, copies of records I send to others, and your billing records. Except in unusual circumstances that involve danger to yourself, you have the right to a copy of your file. Because these are professional records, they may be misinterpreted and / or upsetting to untrained readers. For this reason, I recommend that you initially review them with me, or have them forwarded to another mental health professional to discuss the contents. You also have the right to request that a copy of your file be made available to any other health care provider at your written request.

  • Agency of Human Services The Agency of Human Services is responsible for overseeing all contracts and grants entered by any of its departments, boards, offices and business units, however denominated. The Agency of Human Services, through the business office of the Office of the Secretary, and through its Field Services Directors, will share with any named AHS-associated party to this Agreement oversight, monitoring and enforcement responsibilities. Party agrees to cooperate with both the named AHS-associated party to this contract and with the Agency of Human Services itself with respect to the resolution of any issues relating to the performance and interpretation of this Agreement, payment matters and legal compliance.

  • Opinion of General Counsel of the Company The General Counsel of the Company, shall have furnished to the Representatives, at the request of the Company, a written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives and substantially in the form previously agreed by the parties hereto.

  • Our Services As insurance intermediaries we generally act as the agent of our client. We are subject to the law of agency, which imposes various duties on us. However, in certain circumstances we may act for and owe duties of care to other parties, including the insurer. We will advise you when these circumstances occur, so you will be aware of any possible conflict of interest. We offer a wide range of products and services which may include: • Offering you a single or range of products from which to choose a product that suits your insurance needs; • Advising you on your insurance needs; • Arranging suitable insurance cover with insurers to meet your requirements; • Helping you with any subsequent changes to your insurance you have to make; • Providing all reasonable assistance with any claim you make. In some cases, we act for insurers under a delegated authority agreement and can enter into insurance policies, issue policy documentation and/or handle or settle claims on their behalf. Where we act on behalf of the insurer and not you, we will notify you accordingly and in relation to claims we will advise you of this fact when you notify us of a claim. Notwithstanding this, we endeavour to always act in your best interest. As intermediaries, we offer a wide range of insurance products and have access to many leading insurance companies and the Lloyd’s market. Depending on the type of cover you require and where we have provided advice based on a personal recommendation, we will offer you a policy from either: • a single insurer; • a limited range of insurers; or • a fair analysis that is representative of the insurance market. We will advise you separately as to which of these apply before we arrange your policy and where we have not undertaken a fair analysis of the market, we will provide you with a list of insurers considered. Jensten Retail Consumer Client TOBA Version 1.0 Nov 2021 Policies taken out, amended, or renewed through our online service will be on a non-advised basis. This means sufficient information will be provided for you to make an informed decision about any product purchased online and you should therefore ensure that any policy provides the cover you require and is suitable for your needs. For Motor Vehicle insurance we require customers to pay an additional charge for our claims service – Coversure Claimsline (details are provided in a separate document). This is a “one-stop” service that enables us to assist you with any claim you may incur. The cost of the Coversure Claimsline services will be included in the price quoted to you for the Motor Vehicle insurance and shown separately in your documentation. By purchasing motor insurance from us, you authorise Coversure and its agents to take all necessary actions to handle your claim including dealing with your insurers, third parties and their insurers and other service suppliers on your behalf. For all other policies, including optional additional products and premium finance (if relevant), before the insurance contract is concluded and after we have assessed your demands & needs, we will provide you with advice and make a personal recommendation. This will include sufficient information to enable you to make an informed decision about the policy that we have recommended, together with a quotation which will itemise any fees that are payable in addition to the premium. This documentation will also include a statement of your demands and needs. You should read this carefully as it will explain reasons for making the recommendation we have made.

  • OVERSIGHT SERVICES Oversight services for the Fund provided by Price Associates shall include all oversight of BNY Mellon, Delegates and service providers that provide accounting, administrative, and tax support services and not specifically provided for under each Fund’s Investment Management Agreement. Price Associates provides all accounting, administrative, tax and oversight services to the Funds listed on Exhibit A2, including the below. Accounting Services provided by Price Associates shall include, among other things: · oversight of quality control, including processing results related to fund accounting services provided by Delegates or other third party service providers relating to pricing. Such oversight includes, but is not limited to, review of (a) NAV calculations and fund valuations, (b) securities pricing and resolution of pricing exceptions, and (c) calculation and preparation of any financial information or schedules; · end-of-day INAV oversight for ETFs that provide INAV · determining accounting and valuation policies, instructing Delegates and/or other service providers, and/or providing it with such advice that may be reasonably necessary, to properly account for all financial transactions and to maintain the Fund’s accounting procedures and records so as to ensure compliance with generally accepted accounting principles and tax practices and rules; and · calculating and authorizing expense accruals and payments; annual fund expense budgets; accrual analysis; rollforward calculations; payment of expenses; fees for payment to service providers; · facilitating on behalf of the Fund resolution and remediation of fund accounting issues escalated by Delegates and/or other service providers; · preparing daily NAV calculations, including all necessary component services such as valuation and particularly private company investment valuation, corporate actions processing, trade processing, and performing month-end and fiscal-period-end close processes; · recordkeeping as required; and · such other accounting services as agreed to by the parties not otherwise performed by Price Associates under the Investment Management Agreement. Administrative Services provided by Price Associates shall include, among other things: · ensuring maintenance for the Fund of all records that may be reasonably required in connection with the audit performed by the Fund’s independent registered public accountants, or by the Securities and Exchange Commission (“SEC”), the Internal Revenue Service (“IRS”) or such other Federal or state regulatory agencies; · cooperating with the Fund’s independent registered public accountants and taking all reasonable action in the performance of its obligations under the Agreement to assure that the necessary information is made available to such accountants for the expression of their opinion without any qualification as to the scope of their examination including, but not limited to, their opinion included in the Fund’s annual report on Form N-CSR and annual amendment to Form N-1A; · implementing and maintaining the systems, data storage and reporting necessary to perform services outlined herein; · all efforts concerning financial reporting services, including shareholder reports and financial information in regulatory filings; N-PORT and N-CEN; and other financial reporting services as necessary; · determining financial reporting policies, maintaining adequate controls over financial reporting to provide complete and accurate financial information and disclosures that are certified by officers of the Funds. Providing sub-certifications, as requested by officers of the Funds, for the adequacy of such controls and the completeness and accuracy of information included in Form N-CSR or any other form that may require certification; · periodic testing of Internal Revenue Code qualification requirements; · prepare and furnish fund performance information; · prepare and disseminate vendor survey information; · prepare and file Rule 24f-2 notices and payment; and · such other administrative services as agreed to by the parties, not otherwise performed by Price Associates under the Investment Management Agreement.

  • Professional Services Bodily injury" or "property damage" arising out of the rendering of or failure to render profes- sional services;

  • Mobile Banking Services Mobile Banking is a personal financial information management service that allows you to access account information and conduct transactions using compatible and supported mobile phones and/or other compatible and supported wireless devices (including phones, "Wireless Devices"). We reserve the right to modify the scope of the Mobile Banking services at any time. We reserve the right to refuse to make any transaction you request through Mobile Banking. You agree and understand that Mobile Banking may not be accessible or may have limited utility over some mobile telephone networks, such as while roaming.

  • Marketing Services The Manager shall provide advice and assistance in the marketing of the Vessels, including the identification of potential customers, identification of Vessels available for charter opportunities and preparation of bids.

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