BY FIDELITY Sample Clauses

BY FIDELITY. As a material inducement for Seller's entry into and consummation of this Agreement, Fidelity represents and warrants to Seller that the facts set forth in this Section 4.1 are true and correct as of the date of this Agreement and shall be true and correct as of the Closing.
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BY FIDELITY. As it relates to termination by Fidelity, “for cause” means (i) Customer's failure or refusal to make any payment due to Fidelity hereunder within thirty(30) days after Customer receives written notice from Fidelity of such failure or refusal; (ii) Customer’s continuing failure or refusal to perform any other material obligation under this Agreement, subject to a reasonable cure period of thirty (30) days; or (iii) willful misconduct, embezzlement, or other illegal or unethical acts by Customer.
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BY FIDELITY. Fidelity represents and warrants to Rxxxx as follows:
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BY FIDELITY. Fidelity represents and warrants to MGEN as follows.
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Related to BY FIDELITY

  • Fidelity Bonds The Board may require such officers, employees and agents of the Corporation as the Board deems advisable to furnish bonds for the faithful discharge of their powers and duties, in such form and with such surety as the Board may from time to time determine.

  • Fidelity Bond The Master Servicer, at its expense, shall maintain in effect a blanket fidelity bond and an errors and omissions insurance policy, affording coverage with respect to all directors, officers, employees and other Persons acting on such Master Servicer’s behalf, and covering errors and omissions in the performance of the Master Servicer’s obligations hereunder. The errors and omissions insurance policy and the fidelity bond shall be in such form and amount generally acceptable for entities serving as master servicers or trustees.

  • Errors and Omissions Insurance; Fidelity Bonds The Master Servicer shall for so long as it acts as master servicer under this Agreement, obtain and maintain in force (a) a policy or policies of insurance covering errors and omissions in the performance of its obligations as Master Servicer hereunder and (b) a fidelity bond in respect of its officers, employees and agents. Each such policy or policies and bond shall, together, comply with the requirements from time to time of FNMA or FHLMC for persons performing servicing for mortgage loans purchased by FNMA or FHLMC. In the event that any such policy or bond ceases to be in effect, the Master Servicer shall obtain a comparable replacement policy or bond from an insurer or issuer, meeting the requirements set forth above as of the date of such replacement.

  • Retention of Sub-Adviser Subject to the Trust's obtaining the initial and periodic approvals required under Section 15 of the Act, the Adviser may retain one or more sub-advisers, at the Adviser's own cost and expense, for the purpose of managing the investments of the assets of one or more Funds of the Trust. Retention of one or more sub-advisers shall in no way reduce the responsibilities or obligations of the Adviser under this Agreement and the Adviser shall, subject to Section 11 of this Agreement, be responsible to the Trust for all acts or omissions of any sub-adviser in connection with the performance of the Adviser's duties hereunder.

  • COMPENSATION OF SUBADVISER The Adviser will pay the Subadviser with respect to each Portfolio the compensation specified in Appendix A to this Agreement.

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