Duties and Services of Custodian. (i) Custodian agrees that it is acting as a “securities intermediary,” as defined in Section 8-102(a)(14) of the UCC, with respect to the Securities Account and the Collateral credited thereto. The Custodian agrees, with respect to the Deposit Account, that it is acting as a “bank,” as defined in Section 9-102(a)(8) of the UCC.
Duties and Services of Custodian. 5.1 The Custodian shall have no duties, obligations, responsibilities or liabilities with respect to the Collateral or the Collateral Account(s) except as and to the extent expressly set forth in this Agreement (and as between the Trust and Custodian the Custody Agreement), and no implied duties of any kind shall be read into this Agreement against Custodian including, without limitation, the duty to preserve, exercise or enforce rights in the Collateral and Collateral Account(s).
Duties and Services of Custodian. (i) Custodian agrees that it is acting as a “securities intermediary,” as defined in Section 8-102 of the UCC with respect to the Securities Account, and as a “bank” as defined in Section 9-102 of the UCC with respect to the Deposit Account. The parties hereto further agree that the securities intermediary’s jurisdiction, within the meaning of Section 8-110(e) of the UCC, and the bank’s jurisdiction, within the meaning of Section 9-304(b) of the UCC, is the State of New York and agree that none of them has or will enter into any agreement to the contrary except that the parties acknowledge that the Custodian Agreement is otherwise governed by Massachusetts law.
Duties and Services of Custodian. (i) Custodian agrees that it is acting as a securities intermediary as defined in Section 8-102 of the UCC and as an intermediary as defined in the Convention on the Law Applicable to Certain Rights in Respect of Securities Held with an Intermediary, July 5, 2006, 17 U.S.T. 401, 46 I.L.M. 649 (entered into force April 1, 2017) with respect to the establishment and maintenance of the Collateral Accounts and any financial assets credited thereto, except Identified Securities (as defined below). The Custodian agrees, with respect to any associated deposit account, that it is acting as a “bank” as such term is used in Section 9-102 of the UCC.
Duties and Services of Custodian. (i) Custodian agrees that it is acting as a securities intermediary, as defined in Section 8-102 of the UCC with respect to the Collateral in the Securities Account, except Identified Securities. Custodian agrees, with respect to the Deposit Account, that it is acting as a "bank" as such term is used in Section 9-102(a)(29) of the UCC. The parties hereto acknowledge that the Custodian Agreement is governed by the laws of The Commonwealth of Massachusetts and that, as a consequence, the jurisdiction of Custodian as securities intermediary and as bank is The Commonwealth of Massachusetts.
Duties and Services of Custodian. (i) Xxxxxxxxx agrees that it is acting as a securities intermediary, as defined in Section 8- 102 of the UCC, with respect to the Collateral in the Securities Account, except Identified Securities. The parties acknowledge that the Custodian Agreement is governed by the laws of and that, as a consequence, the jurisdiction of the Custodian as securities intermediary and bank is . The Custodian agrees that, with respect to the Collateral in the Deposit Account, it is acting as a “bank” as such term is used in Section 102(a)(29) of the UCC.
Duties and Services of Custodian. The Custodian shall have no responsibility for determining the adequacy of any Independent Amounts, required under each ISDA Master Agreement and Credit Support Annex, nor will it assume responsibility for any calculations related to any Independent Amounts, under any ISDA Master Agreement and Credit Support Annex. The Custodian shall have no duties, obligations, responsibilities or liabilities with respect to the Accounts except as and to the extent expressly set forth in this Control Agreement and no implied duties of any kind shall be read into this Control Agreement against the Custodian including, without limitation, exercise or enforce rights in the Accounts. The Custodian shall have no liability or responsibility hereunder for actions taken with respect to the Lien Grantor’s custodial account that is not subject to this Control Agreement and for actions properly taken at the direction of or in accordance with duly executed Collateral Instructions including Lien Grantor Permitted Instructions and Secured Party Permitted Instructions given hereunder with respect to the Accounts. Notwithstanding any provision herein to the contrary, the Custodian makes no representation or warranty with respect to the creation, perfection or enforceability of any security interest in the Accounts. The Custodian shall have no responsibility or liability to the Secured Party or the Lien Grantor for complying with a Notice of Exclusive Control concerning the Accounts. The Custodian shall have no duty to investigate or make any determination to verify that (i) an Event of Default has actually occurred and is continuing or (ii) an Early Termination Date occurred or has been effectively designated in accordance with the applicable ISDA Master Agreement. The Custodian shall have no responsibility or liability for acting in accordance with any judicial or arbitration process, order, writ, judgment, or decree relating to the Accounts subject to this Control Agreement notwithstanding that such order or process is subsequently modified, vacated or otherwise determined to have been without legal force or effect. [Indemnity Redacted]
Duties and Services of Custodian. (i) The Custodian agrees that, with respect to the Collateral in the Deposit Account, it is acting as a "bank" as such term is used in Section 102(a)(29) of the UCC.
Duties and Services of Custodian. (i) Custodian agrees that it is acting as a securities intermediary, as defined in Section 8-102 of the UCC, with respect to the Collateral in the Securities Account, except Identified Securities (as defined below) and that Party B is the “entitlement holder,” as defined in Section 8-102 of the UCC, with respect to the Securities Account. The Custodian agrees, with respect to the Deposit Account, that it is acting as a “bank” as such term is used in Section 9-102 of the UCC and that Party B is the Custodian’s “customer,” as that term is defined in Section 4-104 of the UCC with respect to the Deposit Account. The parties hereto acknowledge that the Custodian Agreement is governed by the laws of The Commonwealth of Massachusetts and that, as a consequence, the jurisdiction of the Custodian as securities intermediary and as a bank is The Commonwealth of Massachusetts. Likewise, the law applicable to all issues in Article 2(1) of the Hague Securities Convention is the law in force in the Commonwealth of Massachusetts.
Duties and Services of Custodian. (i) Custodian agrees that it is acting as a “securities intermediary,” as defined in Section 8-102 of the UCC with respect to the Collateral Account. The parties hereto further agree that the securities intermediary’s jurisdiction, within the meaning of Section 8-110(e) of the UCC, is the State of New York and agree that none of them has or will enter into any agreement to the contrary except that the parties acknowledge that the Custodian Agreement is otherwise governed by Massachusetts law.
