CONCERNING THE TRANSFER AGENT. 1. The Transfer Agent shall not be liable and shall be fully protected in acting upon any computer tape, writing or document reasonably believed by it to be genuine and to have been signed or made by the proper person or persons and shall not be held to have any notice of any change or authority of any person until receipt of written notice thereof from the Fund or such person. It shall also be protected in processing Share certificates which it reasonably believes to bear the proper manual or facsimile signatures of the Officers of the Fund and the property countersignature of the Transfer Agent.
2. The Transfer Agent may establish such additional procedures, rules and regulations governing the transfer or registration of certificates of stock as it may deem advisable and consistent with such rules and regulations generally adopted by bank transfer agents.
3. The Transfer Agent shall keep such records as are specified in Appendix C hereto in the form and manner, and for such period, as it may deem advisable but not inconsistent with the rules and regulations of appropriate government authorities, in particular Rules 31a-2 and 31a-3 under the federal Investment Company Act of 1940 as amended from time to time. The Transfer Agent may deliver to the Fund from time to time at its discretion, for safekeeping or disposition by the Fund in accordance with law, such records, papers, Share certificates which have been canceled in transfer, exchange or redemption, or other documents accumulated in the execution of its duties as such Transfer Agent, as the Transfer Agent may deem expedient, other than those which the Transfer Agent is itself required to maintain pursuant to applicable laws and regulations, and the Fund shall assume all responsibility for any failure thereafter to produce any record, paper, canceled Share certificate, or other document so returned, if and when required. The records specified in Appendix C hereto maintained by the Transfer Agent pursuant to this paragraph 3 shall be considered to be the property of the Fund, shall be made available upon request for inspection by the officers, employees, and auditors of the Fund, and records shall be delivered to the Fund upon request and in any event upon the date of termination of this Agreement, as specified in Article IX of this Agreement, in the form and manner kept by the Transfer Agent on such date of termination or such earlier date as may be requested by the Fund.
4. The Transfer Agent may emp...
CONCERNING THE TRANSFER AGENT. 1. The Transfer Agent represents and warrants to the Fund that: (a) It is a corporation duly organized and existing under the laws of the State of Missouri.
CONCERNING THE TRANSFER AGENT. 1. The Transfer Agent represents and warrants to the Company that:
(a) It is a national banking association duly organized and existing under the laws of the United States of America.
(b) It is empowered under applicable law and by its Charter and By-Laws to enter into and perform this Agreement.
(c) All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement.
(d) It is duly registered as a transfer agent under Section 17A of the Securities Exchange Act of 1934, as amended.
2. The Transfer Agent shall not be liable and shall be fully protected in acting upon any writing or document reasonably believed by it to be genuine and to have been signed or made by the proper person or persons and shall not be held to have any notice of any change of authority of any person until receipt of written notice thereof from the Fund or such person.
3. The Transfer Agent may, with the written consent of the Fund, employ agents or attorneys in fact to provide non-essential services at the expense of the Fund, and shall not be liable for any reasonable loss or expense arising out of, or in connection with, the actions or omissions to act of its agents or attorneys-in-fact so long as the Transfer Agent acts in good faith and without negligence or willful misconduct in connection with the selection of such agents or attorneys-in-fact.
4. The Transfer Agent shall keep such records in the form and manner, and for such period, as it may deem advisable but not inconsistent with the rules and regulations of appropriate government authorities in particular Rules 31a-2 and 31a-3 under the Investment Company Act of 1940, as amended. The Transfer Agent may deliver to the Fund from time to time at its discretion, for safekeeping or disposition by the Fund in accordance with law, such records, papers or other documents accumulated in the execution of its duties as such Transfer Agent, as the Transfer Agent may deem expedient, other than those which the Transfer Agent is itself required to maintain pursuant to applicable laws and regulations. The Fund shall assume all responsibility for any failure thereafter to produce any record, paper or other document so returned, if and when required. The records specified in Schedule I hereto maintained by the Transfer Agent pursuant to this paragraph 4, shall be considered to be the property of the Fund, shall be made available upon request for inspection by the officers, employees, and auditors of t...
CONCERNING THE TRANSFER AGENT. A. REPRESENTATIONS. Sunstone represents and warrants to the Fund that:
(a) It is a limited liability company duly organized and existing under the laws of the State of Wisconsin, is empowered under applicable law and by its Organizational Agreement to enter into and perform this Agreement, and all requisite proceedings have been taken to authorize it to enter into and perform this Agreement.
(b) It is duly registered as a transfer agent under Section 17A of the Securities Exchange Act of 1934, as amended, to the extent required.
CONCERNING THE TRANSFER AGENT. A. REPRESENTATIONS. Sunstone represents and warrants to the Fund that:
(a) It is a corporation duly organized and existing under the laws of the State of Wisconsin, is empowered under applicable law and by its Articles of Incorporation and By-laws to enter into and perform this Agreement, and all requisite proceedings have been taken to authorize it to enter into and perform this Agreement.
(b) It is duly registered as a transfer agent under Section 17A of the Securities Exchange Act of 1934, as amended, to the extent required.
(c) To the extent it deems necessary, it (a) has reviewed its business and operations as they relate to the services provided hereunder, (b) has developed or is developing a program to remediate or replace computer applications and systems, and (c) has developed a testing plan to test where reasonably feasible the remediation or replacement of computer applications/systems, in each case, to address on a timely basis the risk that certain computer applications/systems used by Sunstone may be unable to recognize and properly perform date sensitive functions involving dates prior to, including and after December 31, 1999, including dates such as February 29, 2000. To Sunstone's knowledge and belief, its proprietary systems are Year 2000 compliant in all material respects with regard to the services to be provided under this Agreement.
CONCERNING THE TRANSFER AGENT. The Transfer Agent represents and warrants to the Fund that:
CONCERNING THE TRANSFER AGENT. Sunstone represents and warrants to the Fund that:
CONCERNING THE TRANSFER AGENT. A. REPRESENTATIONS. Sunstone represents and warrants to the Trust that:
(a) It is a limited liability company duly organized and existing under the laws of the State of Wisconsin, is empowered under applicable law and by its Articles of Organization and Operating Agreement to enter into and perform this Agreement, and all requisite proceedings have been taken to authorize it to enter into and perform this Agreement.
(b) It is duly registered as a transfer agent under Section 17A of the Securities Exchange Act of 1934, as amended, to the extent required. Sunstone shall promptly give written notice to the Trust in the event that its registration is revoked or a proceeding is commenced that could result in such revocation.
(c) Sunstone represents that its proprietary systems will be Year 2000 compliant in all material respects with regard to the services to be provided herein and shall monitor the Year 2000 compliance status of its software vendors.
CONCERNING THE TRANSFER AGENT. 8.1. Subject to the standard of care set forth in Section 8.4, the Transfer Agent shall not be liable and shall be fully protected in acting upon any Computer Tape, Certificate, oral instructions, writing or document reasonably believed by it to be genuine and to have been signed (in the case of written instructions or documents) or made by the proper person or persons and shall not be held to have any notice of any change of authority of any person until receipt of written notice thereof from the Fund or such person. Subject to the standard of care set forth in Section 8.4, the Transfer Agent shall be similarly protected in processing Share certificates which it reasonably believes to bear the proper manual or facsimile signatures of the Officers of the Fund and the proper countersignature of the Transfer Agent or any prior transfer agent.
CONCERNING THE TRANSFER AGENT. 1. The Transfer Agent represents to the Company that:
(a) It is a corporation duly organized and existing under the laws of the State of California.
(b) It is empowered under applicable law and by its Articles of Incorporation and By-Laws to enter into and perform this Agreement.
(c) All requisite corporate proceedings have been held to authorize it to enter into and perform this Agreement.
(d) It is duly registered as a transfer agent under Section 17A of the Securities Exchange Act of 1934, as amended, or exempt therefrom. The Transfer Agent shall promptly give written notice to the Company and the Manager in the event that its registration is revoked or a proceeding is commenced that could result in such revocation.
2. The Transfer Agent shall not be liable and shall be indemnified in acting upon any computer tape, writing or document reasonably believed by it to be genuine and to have been signed or made by the proper person or persons and shall not be held to have any notice of any change of authority of any person until receipt of written notice thereof
