Delivery of Files. Upon resignation by, or termination of the appointment of, the Administrator under this Agreement pursuant to this Clause 19, the Administrator shall:
(a) forthwith deliver to (and in the meantime hold on trust for, and to the order of) the Mortgages Trustee or as it shall direct the Mortgage Loan Files, the Title Deeds, all books of account, papers, records, registers, correspondence and documents in its possession or under its control relating to the affairs of, or belonging to, the Mortgages Trustee (as trustee for the Beneficiaries) and the Mortgages in the Mortgage Portfolio and any other Related Security, (if practicable, on the date of receipt) any monies then held by the Administrator on behalf of the Mortgages Trustee and any other assets of the Mortgages Trustee as trustee for the Beneficiaries;
(b) take such further action as the Mortgages Trustee, Funding and the Security Trustee may reasonably direct at the expense of the Beneficiaries (including in relation to the appointment of a substitute administrator) provided that neither the Mortgages Trustee nor the Security Trustee shall be required to take or direct to be taken such further action unless it has been indemnified to its satisfaction;
(c) provide all relevant information contained on computer records in the form of magnetic tape, together with details of the layout of the files encoded on such magnetic tapes; and
(d) co-operate and consult with and assist the Mortgages Trustee, Funding, the Security Trustee and their nominees (which shall, for the avoidance of doubt, include any new administrator appointed by any of them) for the purposes of explaining the file layouts and the format of the magnetic tapes generally containing such computer records on the computer system of the Mortgages Trustee or such nominee.
Delivery of Files. Within ten (10) days after Closing, Buyer shall, ----------------- at Buyer's expense, take delivery at Seller's present offices in San Antonio, Texas of all of the Partnership's and Grande's original land, lease, revenue and cost accounting, geologic, geophysical, engineering and well files, data and materials which relate to the Operating Assets. Applicable legal and litigation files shall be delivered by Seller to Buyer at Seller's present office location in San Antonio, Texas, subject to the Parties and their attorneys making mutually acceptable arrangements for preserving the privileged and confidential nature of protected information. Seller may retain copies of its accounting and legal files, data and information, as might be needed by Seller, and Seller shall retain all originals of insurance policies covering periods prior to the Effective Time. Subject to the License Agreement, Seller shall not retain originals or copies of any seismic, geological, geophysical or engineering files, materials, data or interpretations thereof concerning the Operating Assets sold hereunder, without Buyer's prior written consent; provided however, that Seller shall not be required to deliver to Buyer, nor shall Buyer be required to accept delivery of any such data or materials which either Party reasonably believes to be subject to confidentiality agreements with third parties that would prevent Buyer from obtaining such data or expose either Party to a claim for material damages if Buyer were to receive such data or materials. Notwithstanding the above, Seller shall be permitted to retain original tax and financial accounting records for the period prior to the Closing, copies of which will be delivered to Buyer.
Delivery of Files. Following termination or expiration of the Contract, the Customer must immediately deliver to the Company any and all of its records relating to any of the Customer’s Goods which have not been removed from the Company’s possession.
Delivery of Files. No later than 10 business days after the ----------------- Closing, Seller shall deliver to Buyer such of Seller's files and other materials pertaining to the ownership of the Interests as Buyer may request.
Delivery of Files. At or immediately after termination hereof Employee will deliver all files, records, disks, and other media with Company information, to the Company.
Delivery of Files. Notwithstanding the sale of the Files to Purchaser, the parties agree that at Purchaser's direction, Seller may maintain physical possession of the Files.
Delivery of Files a. Bank will transmit such Entries to the ACH Operator by the deadline of the ACH Operator at least one Business Day prior to the Effective Entry Date shown in such Entries, provided (i) such Entries are received by Bank’s cut-off time (as communicated by Bank to Customer from time to time) on a Business Day, (ii) the Effective Entry Date is at least one Business Day after such Business Day, and (iii) the ACH Operator is open for business on such Business Day. For purposes of this ACH Addendum, Entries shall be deemed received by Bank when the transmission is complete and concluded. For purposes of this Agreement, Entries shall be deemed received by Bank, in the case of electronic transmission, when the transmission (and compliance with any related Security Procedure provided for herein) is complete and concluded.
b. If any of the requirements of clause (i), (ii), or (iii) of Section 4.a is not met, Bank will use reasonable efforts to transmit such Entries to the ACH Operator by the next deposit deadline of the ACH Operator following that specified by Bank which is a Business Day and a day on which the ACH Operator is open for business.
Delivery of Files. On such dates agreed to by the Designated Seller and the Purchaser, the Designated Seller shall (a) deliver to the Purchaser magnetic tapes acceptable to the Purchaser which contain such information about the Mortgage Loans as may be reasonably requested by the Purchaser, and (b) either, as specified by the Purchaser, deliver to the Purchaser, or its designee, in escrow, or make available for examination during normal business hours, all credit files, underwriting documentation and Mortgage Files relating to the Mortgage Loans. If the Purchaser identifies any Mortgage Loans which in its sole discretion do not conform to the Designated Seller's underwriting standards or the representations and warranties in Section [NY01:240674.6] 16069-00382 12/19/96 11:18pm
4.01 (b) hereof such Mortgage Loans shall be deleted from the Mortgage Loan Schedule. The Purchaser may, at its sole option and without notice to the Designated Seller, accept all or part of the Mortgage Loans without conducting any partial or complete examination. The fact that the Purchaser has conducted or has failed to conduct any partial or complete examination of the credit files, underwriting documentation or Mortgage Files relating to the Mortgage Loans shall not affect the Purchaser's, the Indenture Trustee's or any Securityholder's right to demand repurchase of the Mortgage Loans or other relief as provided under this Agreement or to be provided under the Servicing Agreement.
Delivery of Files. The Director shall endeavor to either give copies of the Project files to the DPA or provide to the DPA access to available Project files and shall endeavor to make such materials available to the DPA or its Subcontractor in the appropriate Field Office location where the DPA may photocopy such files as needed.
Delivery of Files. Within 30 days after the Closing, (i) LP Sellers shall deliver (or cause to be delivered) to Buyer the limited partnership files, records and other materials for BMC LP and (ii) Property Seller shall deliver to Buyer the files, records and other materials relating to the Gecko Properties. Notwithstanding the foregoing, to the extent such files or other materials include items which cannot be provided to Buyer without, in the reasonable opinion of Sellers, breaching confidentiality agreements with other parties, Sellers shall have no obligation to furnish (or cause to be furnished) such items; provided, that if requested by Buyer, Sellers shall identify any such agreement and use their reasonable best efforts to obtain an amendment or waiver of such agreement to permit such materials to be delivered to Buyer. Sellers may retain copies of all or any parts of the files or other materials so furnished, and all costs of copying such files shall be borne by Sellers. So long as such files or other materials so delivered by Sellers to Buyer are maintained by Buyer, Buyer shall permit Sellers and their representatives to have access to the same; for a period of three years after Closing Buyer shall advise Sellers before it destroys any such files, records or other materials (and will, if requested by Sellers, deliver to Sellers any files or other materials it intends to destroy).
