Custody and Trading. 4.1 The Asset Management Services are provided under the condition that the Client has entered into an agreement with Amdax for its trading and custody services prior to the Effective Date. 4.2 All Digital Assets are purchased or sold through the use of Amdax’s order execution service, which includes the purchase or sale of Digital Assets via third parties (e.g., Digital Asset exchanges) or decentralized Digital Asset exchanges. 4.3 All Digital Assets will be held in the Account or at the exchange on which the Digital Assets were purchased.

Custody and Trading. Client’s assets shall be held in the name of the Client by an independent custodian. Adviser will assist Client with establishing a custodial account or accounts with an independent broker-dealer or other custodian (the “Directed Broker”). Client authorizes Adviser to give the Custodian instructions for the purchase, sale, conversion, redemption, exchange or retention of any security, cash or cash equivalent or other investment for the Account. Client will be solely responsible for paying all fees or charges of the Custodian. The Adviser will have no liability for any act or omission or for the solvency of the Custodian. Adviser has adopted the following safeguards in order to avoid having custody of our clients’ funds with respect to deducting fees from client accounts: 3.1 Clients’ accounts are held by a qualified custodian (generally a broker-dealer, bank, trust company, or other financial institution). 3.2 Clients will receive statements directly from their qualified custodian at least quarterly. The statements will reflect the client’s funds and securities held with the qualified custodian as well as any transactions that occurred in the account, including the deduction of Adviser’s fee. 3.3 Each billing period, we send clients a statement showing the amount of the fee, the value of the client’s assets that the fee was based on, and how we calculated the fee, and the time period covered by the fee. 3.4 We send only the amount of our fee to the custodian. 3.5 It is the client’s responsibility to verify the accuracy of the fee calculation. The custodian will not determine whether the fee is properly calculated.

Custody and Trading. Client shall appoint a custodian to take and have possession of the Sub-Account(s), and the Sub-Adviser shall be authorized to effect all transactions authorized by this document through the custodian of the Sub-Account. Neither the Adviser nor Sub-Adviser shall have custody over any assets of the Sub-Account(s) nor act as a broker or dealer for transactions of the Sub-Account(s). While this authorization is in effect, Client shall not give any direct instructions to the custodian of the Sub-Account(s) regarding the investment or reinvestment of assets in the Sub-Account. The Adviser shall not be liable to Client for any act or omission of the Sub-Adviser, or any broker, dealer or custodian.

Custody and Trading. Client shall appoint a custodian to take and have possession of the Outside Account(s), and the Third Party Adviser shall be authorized to effect all transactions authorized by this document through the custodian of the Outside Account. Neither the Adviser nor Third Party Adviser shall have custody over any assets of the Outside Account(s) nor act as a broker or dealer for transactions of the Outside Account(s). While this authorization is in effect, Client shall not give any direct instructions to the custodian of the Outside Account(s) regarding the investment or reinvestment of assets in the Outside Account. The Adviser shall not be liable to Client for any act or omission of the Third Party Adviser, or any broker, dealer or custodian.

Custody and Trading. 4.1 Client shall arrange for the Assets to be maintained by a qualified custodian as defined under rules promulgated under the Investment Advisers Act of 1940, as amended ("Custodian") unless the Assets are exempt from such regulatory requirement. Summit may assist Client in opening Accounts at the Custodians recommended by Summit but Client may open Accounts with any Custodian he/she chooses. 4.2 Notwithstanding section 4.1, in the event Summit deems it to be in the best interest of Client, Client consents to the following: Client appoints Summit as its true and lawful attorney-in-fact, and empowers and authorizes Summit, in the name of Client, to make, execute, sign, swear to, acknowledge and file all documents relating to (i) opening new brokerage or custodial account(s) on behalf of Client with a Custodian selected by Summit, which Custodian shall send statements to Client at least quarterly; and (ii) transferring the Assets from existing Accounts into any such new account(s) opened on behalf of Client. Client acknowledges that, in the event Summit opens one or more new account(s) on behalf of Client and transfers the Assets from existing Accounts into any such new account(s) opened on behalf of Client, the terms of this Agreement shall govern the investment advice provided with respect to the Assets in such new account(s). In addition, if Summit opens new account(s) with a Custodian on Client's behalf, Summit shall notify Client in writing of the Custodian's name, address, and the manner in which the funds and/or securities are maintained, promptly when the account(s) are opened and following any changes to this information. 4.3 Under no circumstance shall Summit act as custodian for Client's cash or securities or take actual custody and/or physical control of the Assets. The Custodian (or the issuer for Assets exempt from the custodian requirement) shall at all times have actual custody and/or physical control of the Assets. 4.4 Client hereby authorizes the Custodian to follow the instructions of Summit in every respect concerning Client's Assets custodied by such Custodian. This authorization continues in full force until this Agreement is terminated. 4.5 Summit shall not be liable for any act or omission of any broker-dealer or Custodian. Any fees, charges, or other compensation owed to a Custodian and broker-dealers for their services to the Accounts shall be the obligation of Client and not Summit. 4.6 Summit may but is not required to aggregate ...

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Delivery and Control (i) With respect to any Investment Related Property consisting of Securities Accounts or Securities Entitlements, it shall cause the securities intermediary maintaining such Securities Account or Securities Entitlement to enter into an agreement substantially in the form of Exhibit C hereto pursuant to which it shall agree to comply with the Collateral Agent’s “entitlement orders” without further consent by such Grantor. With respect to any Investment Related Property that is a “Deposit Account,” it shall cause the depositary institution maintaining such account to enter into an agreement substantially in the form of Exhibit D hereto, pursuant to which the Collateral Agent shall have both sole dominion and control over such Deposit Account (within the meaning of the common law) and “control” (within the meaning of Section 9-104 of the UCC) over such Deposit Account. Each Grantor shall have entered into such control agreement or agreements with respect to: (i) any Securities Accounts, Securities Entitlements or Deposit Accounts that exist on the Credit Date, as of or prior to the Credit Date and (ii) any Securities Accounts, Securities Entitlements or Deposit Accounts that are created or acquired after the Credit Date, as of or prior to the deposit or transfer of any such Securities Entitlements or funds, whether constituting moneys or investments, into such Securities Accounts or Deposit Accounts. In addition to the foregoing, if any issuer of any Investment Related Property is located in a jurisdiction outside of the United States, each Grantor shall take such additional actions, including, without limitation, causing the issuer to register the pledge on its books and records or making such filings or recordings, in each case as may be necessary or advisable, under the laws of such issuer’s jurisdiction to insure the validity, perfection and priority of the security interest of the Collateral Agent. Upon the occurrence of an Event of Default, the Collateral Agent shall have the right, without notice to any Grantor, to transfer all or any portion of the Investment Related Property to its name or the name of its nominee or agent. In addition, the Collateral Agent shall have the right at any time, without notice to any Grantor, to exchange any certificates or instruments representing any Investment Related Property for certificates or instruments of smaller or larger denominations.
Terrorism Sanctions Regulations The Company will not and will not permit any Subsidiary to (a) become a Person described or designated in the Specially Designated Nationals and Blocked Persons List of the Office of Foreign Assets Control or in Section 1 of the Anti-Terrorism Order or (b) engage in any dealings or transactions with any such Person.
Telephone Consumer Protection Act Consent Each Member expressly consents to receiving calls and messages, including auto-dialed and pre-recorded message calls, and SMS messages (including text messages) from the Administrator, its affiliates, agents and others calling at their request or on their behalf, at any telephone numbers that the Member has provided to the Company or Masterworks (including any cellular telephone numbers). Member’s cellular or mobile telephone provider will charge Member according to the type of plan Member carries. Any Member may unsubscribe from receiving text messages or promotional calls at any time by (i) replying STOP, STOPALL, UNSUBSCRIBE, CANCEL, END or QUIT to any text message such Member receives from the Company or Masterworks or (ii) email to sxxxxxx@Xxxxxxxxxxx.xx with one of the forgoing words in the subject line. Each Member acknowledges and consents that following such a request to unsubscribe, such Member may receive one final text message from Masterworks confirming such request.
No Price Stabilization or Manipulation; Compliance with Regulation M Neither the Company nor any of its subsidiaries has taken, directly or indirectly, any action designed to or that might cause or result in stabilization or manipulation of the price of the Shares or of any “reference security” (as defined in Rule 100 of Regulation M under the Exchange Act (“Regulation M”)) with respect to the Shares, whether to facilitate the sale or resale of the Offered Shares or otherwise, and has taken no action which would directly or indirectly violate Regulation M.
ENERGY POLICY AND CONSERVATION ACT COMPLIANCE To the extent applicable, Supplier must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act.
ISP-Bound Traffic 7.3.6.1 The Parties agree that ISP-bound traffic is Interstate traffic and governed by the FCC’s Order on Remand and Report and Order (Intercarrier Compensation for ISP-bound Traffic) CC Docket 01-131 (FCC ISP Order), effective June 14, 2001. However, the Parties agree to exchange ISP-bound traffic utilizing the xxxx and keep compensation mechanism. Xxxx and keep will apply to both end office call termination and tandem switched transport of ISP-bound traffic.
PERSONAL INFORMATION PRIVACY AND SECURITY CONTRACT 11 Any reference to statutory, regulatory, or contractual language herein shall be to such language as in 12 effect or as amended. 13 A. DEFINITIONS
Energy Policy and Conservation Act Both parties hereby agree to comply with all mandatory standards and policies relating to energy efficiency, which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871).
DELIVERY AND TITLE A. The place of delivery for all Products sold pursuant to this Agreement shall be FOB Plant. Buyer and Buyer’s agents shall be given access to Seller’s Plant in a manner and at all times reasonably necessary and convenient for Buyer to take delivery as provided herein. Buyer shall schedule the loading and shipping of all outbound Products purchased hereunder which is shipped by rail. All labor and equipment necessary to load rail cars shall be supplied by Seller without charge to Buyer. Seller agrees to handle all Products in a good and workmanlike manner in accordance with Buyer’s reasonable requirements and in accordance with normal industry practice. Seller shall maintain the rail loading facilities in safe operating condition in accordance with normal industry standards. B. Seller shall be responsible at all times for the quantity, quality and condition of any Products in storage at the Plant. Seller shall not be responsible for the quantity, quality and condition of any of Products stored by Buyer at locations other than the Plant. C. Buyer shall give to Seller a schedule of quantities of the Products to be removed by rail with sufficient advance notice reasonably to allow Seller to provide the required services. Seller shall provide the labor, equipment and facilities necessary to meet Buyer’s loading schedule and, except for any consequential or indirect damages, shall be responsible for Buyer’s actual costs or damages resulting from Seller’s failure to do so. Buyer shall order and supply rail cars as scheduled for rail shipments. All freight charges shall be the responsibility of Buyer and shall be billed directly to Buyer. D. Buyer shall provide loading orders as necessary to permit Seller to maintain Seller’s usual production schedule, provided, however, that Buyer shall not be responsible for failure to schedule removal of the DDGS unless Seller shall have provided to Buyer production schedules as follows: Five (5) days prior to the beginning of each calendar month during the term hereof, Seller shall provide to Buyer a tentative schedule for production in the next calendar month which is to be shipped by railcar. Seller shall inform Buyer daily of inventory and production status. For purposes of this paragraph, notification will be sufficient if made by e-mail or facsimile as follows: If to Buyer, to the attention of Xxxxx Xxxxxxx, Facsimile number 000-000-0000 or email to xxxxxxxx@xxx-xxxxx.xxx, and If to Seller, to the attention of Xxxxx Xxxxxx, Facsimile number 000-000-0000 or email to xxxxx.xxxxxx@xxxxxxxxxxxxxxxxxxxxxxxxx.xxx, Or to such other representatives of Buyer and Seller as they may designate to the other in writing. E. Title, risk of loss and full shipping responsibility shall pass to Buyer upon loading the DDGS into rail cars and delivering to Buyer of the xxxx of lading for each such shipment.
Federal Funding Accountability and Transparency Act (FFATA Subrecipient shall comply with the requirements of 2 CFR part 25 Universal Identifier and System for Award Management (XXX). Subrecipient must have an active registration in XXX, xxxxx://xxx.xxx.gov/XXX/ in accordance with 2 CFR part 25, appendix A, and must have a Data Universal Numbering System (DUNS) number xxxxx://xxxxxx.xxx.xxx/webform/ Subrecipient must also comply with provisions of the Federal Funding Accountability and Transparency Act, which includes requirements on executive compensation, 2 CFR part 170 Reporting Subaward and Executive Compensation Information.

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