Claims upon the Policy Sample Clauses

Claims upon the Policy. (a) If, by the close of business ---------------------- on the third Business Day prior to a Distribution Date, the sum of Investor Interest Collections, amounts available from the Deferred Interest Account and amounts on deposit in the Spread Account are insufficient after the allocation of Transferor Interest and Principal Collections in accordance with Section 5.01(c) to pay the Guaranteed Distribution on such Distribution Date, then the Trustee shall give notice to the Credit Enhancer by telephone or telecopy of the amount equal to the Credit Enhancement Draw Amount. Such notice of such sum shall be confirmed in writing to the Credit Enhancer at or before 2:00 p.m., New York City time, on the second Business Day prior to such Distribution Date. Following receipt by the Credit Enhancer of such notice in such form, the Credit Enhancer will pay to the Trustee for deposit into the Collection Account any amount payable under the Policy on the later to occur of (i) 11:00 a.m. New York City time, on the Business Day next succeeding receipt and (ii) 11:00 a.m., New York City time, on the Business Day immediately preceding the Distribution Date to which such deficiency relates. (b) The Trustee shall keep a complete and accurate record of the amount of interest and principal paid in respect of any Investor Certificate from moneys received under the Policy. The Credit Enhancer shall have the right to inspect such records at reasonable times during normal business hours upon one Business Day's prior notice to the Trustee. (c) The Trustee shall promptly notify the Credit Enhancer of any proceeding or the institution of any action, of which a Responsible Officer of the Trustee has actual knowledge, seeking the avoidance as a preferential transfer under applicable bankruptcy, insolvency, receivership or similar law (a "Preference Claim") of any distribution made with respect to the Investor 63 Certificates. Each Investor Certificateholder by its purchase of such Certificates, the Servicer, the Transferor and the Depositor and the Trustee hereby agree that, the Credit Enhancer (so long as no Credit Enhancer Default exists) may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to such Preference Claim, including, without limitation, (i) the direction of any appeal of any order relating to such Preference Claim and (ii) the posting of any surety, supersedeas or performance bond pending any such appeal. In ad...
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Claims upon the Policy. (a) As soon as possible, and in no event later than 12:00 noon New York City time on the second Business Day immediately preceding the Payment Date, the Indenture Trustee shall furnish the Insurer and the Servicer with a completed notice in the form set forth as Exhibit A to the Policy (the “Notice”) in the event that the Insured Amount for such Payment Date is an amount greater than zero. The Notice shall specify the amount of the Insured Amount and shall constitute a claim for an Insured Amount pursuant to the Policy. Upon receipt of an Insured Amount on behalf of the Holders of the Class A Notes under the Policy, the Indenture Trustee shall deposit such Insured Amount in the Payment Account and shall distribute such Insured Amount on the Payment Date, to the Class A Noteholders as a payment of interest or principal, as the case may be (provided that any amount paid under clause (2) of the definition of “Deficiency Amount” in the Policy shall be paid to the Class A Noteholders as a payment of principal). (b) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid from moneys received under the Policy. The Insurer shall have the right to inspect such records at reasonable times during normal business hours of the Indenture Trustee upon four Business Days’ prior written notice to the Indenture Trustee. (c) If a payment of principal or interest previously paid to a Class A Noteholder which would have been covered under the Policy as an Insured Amount is voided under any applicable bankruptcy, insolvency, receivership or similar law in an insolvency proceeding (as such term is used in the Policy), and as a result, the Indenture Trustee is required to return such voided payment, or any portion of such voided payment, made in respect of the Class A Notes (a “Preference Amount”), the Indenture Trustee or any Holder shall furnish to the Insurer (i) a certified copy of a final non-appealable order of a court or other body exercising jurisdiction in an insolvency proceeding to the effect that the Indenture Trustee, or Holder, as applicable, is required to return such Preference Amount paid during the term of the Policy because such payments were avoided as a preferential transfer or otherwise rescinded or required to be restored by the Indenture Trustee and/or Holder, as applicable (the “Order”), (ii) an Opinion of Counsel satisfactory to the Insurer stating that such order has been entered and is final and not ...
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Claims upon the Policy. (a) As soon as possible, and in no event later than 12:00 noon New York City time on the second Business Day immediately preceding the Payment Date, the Indenture Trustee shall furnish the Insurer and the Servicer with a completed notice in the form set forth as Exhibit A to the Policy (the "Notice for Payment") in the event that the Insured Amount for such Payment Date is an amount greater than zero. The Notice for Payment shall specify the amount of the Insured Amount and shall constitute a claim for an Insured Amount pursuant to the Policy. Upon receipt of an Insured Amount on behalf of the Holders of the Class A Notes under the Policy, the Indenture Trustee shall deposit such Insured Amount in the Payment Account and shall distribute such Insured Amount pursuant to Section 5.01 (a)(A) or (a)(E), as the case may be (provided that any amount paid under clause (a) of the definition of "Class A Principal Distribution Amount" in the Policy shall be paid to the Class A Noteholders as a payment of principal).
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Claims upon the Policy. (a) If the Monthly Statement to Certificateholders delivered pursuant to Section 4.6 specifies a Deficiency Amount for any Distribution Date, the Trustee shall make a draw on the Policy in an amount specified in such Monthly Statement to Certificateholders for such Distribution Date. The Trustee shall deposit or cause to be deposited such draw on the Policy into the Distribution Account on such Distribution Date. Any Insured Payment made by the Insurer under the Policy will be applied solely to the payment of the Class A Certificates and for no other purpose. The Insurer's payment obligations under the Policy with respect to particular Deficiency Amounts and Preference Amounts will be discharged to the extent funds equal to the applicable Deficiency Amounts and Preference Amounts are paid by the Insurer to, or at the direction of, the Trustee in accordance with the Trustee's request, whether or not such funds are properly applied by the Trustee. Payment of Deficiency Amounts and Preference Amounts will be made only at the time set forth in the Policy, and no accelerated Insured Payments will be made except to the extent that the Insurer has specified an earlier date for payment at its sole option. (b) The Trustee shall submit, if a Deficiency Amount is specified in any Monthly Master Servicer Report furnished to the Trustee, the notice (in the form attached as Exhibit A to the Policy) (the "Notice") to the Insurer and the Fiscal Agent no later than 12:00 noon, New York City time, on the second (2nd) Business Day prior to the applicable Distribution Date; provided, that if such Notice is received by the Fiscal Agent after 12:00 noon, New York City time, on such Business Day, it will be deemed to be received before 12:00 noon, New York City time, on the following Business Day. If any such Notice is not in proper form or is otherwise insufficient for the purpose of making a claim under the Policy, it will be deemed not to have been received for purposes of making such claim, and the Insurer or the Fiscal Agent, as the case may be, will promptly so advise the Trustee in writing and the Trustee may submit an amended or corrected Notice. If such an amended or corrected Notice is in proper form and is otherwise sufficient for the purpose of making a claim under the Policy, it will be deemed to have been timely received on the Business Day of such resubmission; provided, that if such notice is received by the Fiscal Agent after 12:00 noon, New York City time, it s...
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Related to Claims upon the Policy

  • Liabilities Upon Termination If this Agreement is terminated for any reason other than those set forth in Section 12.01 or is breached, nothing contained herein shall be construed to limit Seller’s or Buyer’s legal or equitable remedies including, without limitation, damages for the breach or failure of any representation, warranty, covenant or agreement contained herein and the right to enforce specific performance of this Agreement.

  • Claims Upon Escrow Fund (a) Upon receipt by the Escrow Agent at any time on or before the last day of the Escrow Period of a certificate signed by any officer of Buyer (an "Officer's Certificate"): (A) stating that Buyer has paid or properly accrued or, with respect to third-party claims of which Buyer, the Company or the Surviving Corporation has received notice, reasonably anticipates that it will have to pay or accrue Losses, and (B) specifying in reasonable detail the individual items of Losses included in the amount so stated, the date each such item was paid or properly accrued, or the basis for such anticipated liability, and the nature of the misrepresentation, breach of warranty or covenant to which such item is related, the Escrow Agent shall deliver to Buyer out of the Escrow Fund, as promptly as practicable subject to Section 7.2.6, shares of Buyer Common Stock held in the Escrow Fund with a value equal to such Losses; provided, however, that in the event of a third party claim that is the subject of the demand on the Escrow Fund, no shares shall be delivered out of the Escrow Fund until the claim is settled or adjudicated. (b) For the purposes of determining the number of shares of Buyer Common Stock to be delivered to Buyer out of the Escrow Fund as indemnity pursuant to Section 7.2.5(a) hereof, the shares of Buyer Common Stock shall be valued at $33 per share, unless the average closing price of the Buyer Common Stock for any five (5) consecutive trading days during the thirty (30) day period preceding the assertion of a particular indemnity claim exceeds $50 per share, in which case the shares of Buyer shall be valued at $50 per share or, if the average closing price of the Buyer Common Stock for any five (5) consecutive days during the thirty (30) day period preceding the assertion of a particular indemnity claim is less than $16 per share, then the shares of Buyer shall be valued at $16 per share (subject to in each case to the adjustment as a result of the Buyer Stock Split).

  • Claims for Benefits All Claims for benefits will be deemed to have been filed on the date received by AvMed. If a Claim is a Pre-Service or Urgent Care Claim, a Health Professional with knowledge of the Member’s Condition will be permitted to act as the Member’s authorized representative, and will be notified of all approvals on the Member’s behalf.

  • No Entitlement or Claims for Compensation By accepting this Agreement, you hereby acknowledge and agree as follows:

  • Winding Up Affairs Upon Termination In the event that this Contract is terminated for any reason, the parties agree that the provisions of this paragraph survive termination: i. The parties shall account for and properly present to each other all claims for fees and expenses and pay those which are undisputed and otherwise not subject to set off under this Contract. Neither party may withhold performance of winding up provisions solely based on nonpayment of fees or expenses accrued up to the time of termination; ii. Contractor shall satisfactorily complete work in progress at the agreed rate (or a pro rata basis if necessary) if so requested by the City; iii. Contractor shall execute any documents and take any actions necessary to effectuate an assignment of this Contract if so requested by the City; and iv. Contractor shall preserve, protect and promptly deliver possession to the City of all proprietary information in accordance with paragraph (21). v. In the event that dispute(s) arise during the winding up of affairs upon termination, the parties agree to meet and negotiate in good faith to resolve any such dispute(s).

  • Withdrawals upon Termination 27.4.1 Notwithstanding anything to the contrary contained in this Agreement, all amounts standing to the credit of the Escrow Account shall, upon Termination, be appropriated in the following order: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35; (g) outstanding Debt Service including the balance of Debt Due; (h) outstanding Subordinated Debt; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4. 27.4.2 The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have been discharged.

  • Actions Upon Termination In the event of termination not the fault of the Contractor, the Contractor shall be paid for the services properly performed prior to termination, together with any reimbursable expenses then due, but in no event shall such compensation exceed the maximum compensation to be paid under the Contract. The Contractor agrees that this payment shall fully and adequately compensate the Contractor and all subcontractors for all profits, costs, expenses, losses, liabilities, damages, taxes, and charges of any kind whatsoever (whether foreseen or unforeseen) attributable to the termination of this Contract. Upon termination for any reason, the Contractor shall provide Seattle with the most current design documents, contract documents, writings and other product it has completed to the date of termination, along with copies of all project-related correspondence and similar items. Seattle shall have the same rights to use these materials as if termination had not occurred.

  • Condition upon Termination Upon the termination of the -------------------------- Lease, Tenant shall surrender the Property to Landlord, broom clean and in the same condition as received except for ordinary wear and tear which Tenant was not otherwise obligated to remedy under any provision of this Lease. However, Tenant shall not be obligated to repair any damage which Landlord is required to repair under Article 7 (Damage or Destruction). In addition, Landlord may require Tenant to remove any alterations, additions or improvements (whether or not made with Landlord's consent) prior to the expiration of the Lease and to restore the Property to its prior condition, all at Tenant's expense. All alterations, additions and improvements which Landlord has not required Tenant to remove shall become Landlord's property and shall be surrendered to Landlord upon the expiration or earlier termination of the Lease, except that Tenant may remove any of Tenant's machinery or equipment which can be removed without material damage to the Property. Tenant shall repair, at Tenant's expense, any damage to the Property caused by the removal of any such machinery or equipment. In no event, however, shall Tenant remove any of the following materials or equipment (which shall be deemed Landlord's property) without Landlord's prior written consent: any power wiring or power panels; lighting or lighting fixtures; wall coverings; drapes, blinds or other window coverings; carpets or other floor coverings; heaters, air conditioners or any other heating or air conditioning equipment; fencing or security gates; or other similar building operating equipment and decorations except to the extent installed by Tenant.

  • Deliveries Upon Termination Upon termination of this Agreement, ALPS agrees to cooperate in the orderly transfer of distribution duties and shall deliver to the Fund or as otherwise directed by the Fund (at the expense of the Fund) all records and other documents made or accumulated in the performance of its duties for the Fund hereunder. In the event ALPS gives notice of termination under this Agreement, it will continue to provide the services contemplated hereunder after such termination at the contractual rate for up to 120 days, provided that the Fund uses all reasonable commercial efforts to appoint such replacement on a timely basis.

  • Discharge Only upon Payment in Full; Reinstatement in Certain Circumstances Each Guarantor’s obligations under this Section 13 shall remain in full force and effect until the Commitments are terminated, all Letters of Credit have expired, and the principal of and interest on the Loans and all other amounts payable by the Borrower and the Guarantors under this Agreement and all other Loan Documents and, if then outstanding and unpaid, all Hedging Liability and Bank Product Obligations have been paid in full. If at any time any payment of the principal of or interest on any Loan or any Reimbursement Obligation or any other amount payable by the Borrower or other obligor or any Guarantor under the Loan Documents or any agreement relating to Hedging Liability or Bank Product Obligations is rescinded or must be otherwise restored or returned upon the insolvency, bankruptcy, or reorganization of the Borrower or other obligor or of any guarantor, or otherwise, each Guarantor’s obligations under this Section 13 with respect to such payment shall be reinstated at such time as though such payment had become due but had not been made at such time.

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