Communications Relating to Securities. The Custodian shall transmit promptly to the Company all written information (including proxies, proxy soliciting materials, notices, pendency of calls and maturities of Securities and expirations of rights in connection therewith) received by the Custodian, from its agents or its sub-custodian or from issuers of the Securities being held for the Company. The Custodian shall have no obligation or duty to exercise any right or power, or otherwise to preserve rights, in or under any Securities unless and except to the extent it has received timely Proper Instruction from the Company in accordance with the next sentence. The Custodian will not be liable for any untimely exercise of any right or power in connection with Securities at any time held by the Custodian, its agents or sub-custodian unless:
(i) the Custodian has received Proper Instructions with regard to the exercise of any such right or power; and
(ii) the Custodian, or its agents or sub-custodian are in actual possession of such Securities, in each case, at least three (3) Business Days prior to the date on which such right or power is to be exercised. It will be the responsibility of the Company to notify the Custodian of the Person to whom such communications must be forwarded under this Section.
Communications Relating to Securities. The Custodian shall transmit promptly to the Company all written information (including pendency of calls and maturities of Securities and expirations of rights in connection therewith) received by the Custodian, from its agents or its sub-custodians or from issuers of the Securities being held for the Company. The Custodian shall have no obligation or duty to exercise any right or power, or otherwise to preserve rights, in or under any Securities unless and except to the extent it has received timely Proper Instruction from the Company in accordance with the next sentence. The Custodian will not be liable for any untimely exercise of any right or power in connection with Securities at any time held by the Custodian, its agents or sub-custodians unless:
(i) the Custodian has received Proper Instructions with regard to the exercise of any such right or power; and
(ii) the Custodian, or its agents or sub-custodians are in actual possession of such Securities, in each case, at least three (3) Business Days prior to the date on which such right or power is to be exercised. It will be the responsibility of the Company to notify the Custodian of the Person to whom such communications must be forwarded under this Section.
Communications Relating to Securities. The Custodian shall transmit promptly to the Company all written information (including proxies, proxy soliciting materials, notices, pendency of calls and maturities of Securities and expirations of rights in connection therewith) received by the Custodian, from its agents or its sub-custodian or from issuers of the Securities being held for the Company. The Custodian shall have no obligation or duty to exercise any right or power, or otherwise to preserve rights, in or under any Securities unless and except to the extent it has received timely Proper Instruction from the Company in accordance with the next sentence. Except to the extent caused by a failure of the Custodian to have satisfied its obligations under the first sentence of this Section 3.11 with respect to written information concerning such right or power, the Custodian will not be liable for any untimely exercise of any right or power in connection with Securities at any time held by the Custodian, its agents or sub-custodian unless:
(i) the Custodian has received Proper Instructions with regard to the exercise of any such right or power at least three (3) Business Days prior to the date on which such right or power is to be exercised; and
(ii) the Custodian, or its agents or sub-custodian are in actual possession of such Securities. Notwithstanding the foregoing, in the event the Custodian shall receive Proper Instructions with regard to the exercise of any right or power less than three (3) Business Days prior to the date on which such right or power is to be exercised, the Custodian shall use reasonable best efforts to exercise such right or power as promptly as practicable. It will be the responsibility of the Company to notify the Custodian of the Person to whom such communications must be forwarded under this Section.
Communications Relating to Securities. The Custodian shall transmit promptly to the Company all written information (including pendency of calls and maturities of Securities and expirations of rights in connection therewith) received by the Custodian, from its agents or its sub-custodian or from issuers of the Securities being held for the Company. The Custodian shall have no obligation or duty to exercise any right or power, or otherwise to preserve rights, in or under any Securities unless and except to the extent it has received timely Proper Instruction from the Company in accordance with the next
Communications Relating to Securities. (a) The Safekeeping Agent shall transmit promptly to New Mountain, and prior to the Payoff Date, the Administrative Agent, all written information (including pendency of calls and maturities of securities and expirations of rights in connection therewith) received by the Safekeeping Agent, from its agents or from issuers of the securities being held for New Mountain. The Safekeeping Agent shall have no obligation or duty to exercise any right or power, or otherwise to preserve rights, in or under any securities unless and except to the extent it has received timely Proper Instruction from New Mountain in accordance with the next sentence. The Safekeeping Agent will not be liable for any untimely exercise of any right or power in connection with securities at any time held by the Safekeeping Agent, unless: (i) the Safekeeping Agent has received Proper Instructions with regard to the exercise of any such right or power; and (ii) the Safekeeping Agent, or its agents are in actual possession of such securities, in each case, at least three (3) Business Days prior to the date on which such right or power is to be exercised. It will be the responsibility of New Mountain to notify the Safekeeping Agent of the Person to whom such communications must be forwarded under this Section 3.11.
Communications Relating to Securities. The Custodian shall transmit promptly to the Fund on behalf of its relevant Portfolio all written information (including, without limitation, pendency of calls and maturities of Domestic Securities and expirations of rights in connection therewith and notices of exercise of put and call options written by the Portfolio and the maturity of futures or forward currency contracts purchased or sold by the Portfolio) received by the Custodian from issuers of the Domestic Securities being held for the Portfolio. With respect to tender or exchange offers, the Custodian shall transmit promptly to a Portfolio all written information received by the Custodian from issuers of the Domestic Securities whose tender or exchange is sought and from the party (or its agents) making the tender or exchange offer. If a Portfolio shall desire to take action with respect to any tender offer, exchange offer or any other similar transaction, the Portfolio shall notify the Custodian at least two business days prior to the date on which the Custodian is to take such action.
Communications Relating to Securities. The Custodian shall transmit promptly to the applicable Investment Advisor for a Series all written information received by the Custodian from its agents, subcustodians or issuers of the domestic securities being held for the Series (including, without limitation, pendency of calls and maturities of securities and expirations of rights in connection therewith). With respect to tender or exchange offers, the Custodian shall promptly transmit to the applicable Fund for a Series or the applicable Investment Advisor for the Series written information received by the Custodian from issuers of the securities whose tender or exchange is sought and from the party (or its agents) making the tender or exchange offer. The Custodian shall not be liable for any untimely exercise of any tender, exchange or other right or power in connection with securities or other property of a Series at any time held by it unless (i) the Custodian is in actual possession of such securities or property and (ii) the Custodian receives Proper Instructions with regard to the exercise of any such right or power, and both (i) and (ii) occur at least two (2) business days prior to the date on which the Custodian is to take action to exercise such right or power; notwithstanding the foregoing, the Custodian shall use best efforts to act on instructions received not later than one (1) business day prior to the deadline.
Communications Relating to Securities. Subject to the provisions of Xxxxxxx 0.0, Xxxxx Xxxxxx shall transmit promptly to the Company all written information (including, without limitation, pendency of calls and maturities of domestic securities and expirations of rights in connection therewith and notices of exercise of call and put options written by the Company and the maturity of futures contracts purchased or sold by the Company) received by State Street from issuers of the securities being held for the Company. With respect to tender or exchange offers, State Street shall transmit promptly to the Company all written information received by State Street from issuers of the securities whose tender or exchange is sought and from the party (or its agents) making the tender or exchange offer. If the Company desires to take action with respect to any tender offer, exchange offer or any other similar transaction, the Company shall notify State Street at least three business days prior to the date on which State Street is to take such action.
Communications Relating to Securities. If the Subcustodian shall receive any notices or reports in respect of Repurchase Agreements, Repurchase Securities or Short-Term Securities held by it hereunder, it shall promptly upon receipt thereof transmit to the Custodian any such notices or reports.
Communications Relating to Securities. Subject to the provisions of Section 2.3, the Custodian shall transmit promptly to the Company all written information (including, without limitation, pendency of calls and maturities of domestic securities and expirations of rights in connection therewith and notices of exercise of call and put options written by the Company and the maturity of futures contracts purchased or sold by the Company) received by the Custodian from issuers of the securities being held for the Company. With respect to tender or exchange offers, the Custodian shall transmit promptly to the Company all written information received by the Custodian from issuers of the securities whose tender or exchange is sought and from the party (or its agents) making the tender or exchange offer. If the Company desires to take action with respect to any tender offer, exchange offer or any other similar transaction, the Company shall notify the Custodian at least three business days prior to the date on which the Custodian is to take such action. The Custodian shall also transmit promptly to the Company all written information received by the Custodian regarding any class action or other litigation in connection with securities or other assets issued in the United States and then held, or previously held during the term of this Agreement by the Custodian for the account of the Company, including, but not limited to, opt-out notices and proof-of-claim forms. For avoidance of doubt, upon and after the effective date of any termination of this Agreement, the Custodian shall have no responsibility to so transmit any information under this Section 2.12.
