Duties as Administrator. (a) Duties with Respect to the Basic Documents. The Administrator agrees to perform all its duties as Administrator hereunder. The Administrator shall monitor the performance of the Issuer and shall advise the Issuer and the Owner Trustee when action is necessary to comply with the Issuer's duties under the Indenture or with the Owner Trustee's duties under the Trust Agreement. The Administrator shall prepare for execution by the Issuer or the Owner Trustee or shall cause the preparation by other appropriate persons of all such documents, reports, filings, instruments, certificates and opinions as it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to the Basic Documents or under applicable law (including tax and securities laws). In furtherance of the foregoing, the Administrator shall take all appropriate action that it is the duty of the Issuer or the Owner Trustee to take pursuant to this Agreement or the Indenture including, without limitation, such of the foregoing as are required with respect to the following matters under this Agreement and the Indenture (references are to sections of the Indenture):
(i) the preparation of or obtaining of the documents and instruments required for authentication of the Notes, if any, and delivery of the same to the Indenture Trustee (Sections 2.2 and 2.3);
(ii) the duty to cause the Note Register to be kept and to give the Indenture Trustee notice of any appointment of a new Note Registrar and the location, or change in location, of the Note Register and the office or offices where Notes may be surrendered for registration of transfer or exchange (Section 2.4);
(iii) the notification of Noteholders of the final principal payment on their Notes (subsection 2.7(h));
(iv) the preparation, obtaining or filing of the instruments, opinions and certificates and other documents required for the release of collateral (Section 2.9);
(v) the preparation of Definitive Notes and arranging the delivery thereof (Section 2.12);
(vi) the duty to cause newly appointed Paying Agents, if any, to deliver to the Indenture Trustee the instrument specified in the Indenture regarding funds held in trust (Section 2.14);
(vii) to select Reference Banks, if necessary, or other banks from which quotes are obtained for the purpose of determining LIBOR (Section 2.16);
(viii) the maintenance of an office or agency in the City of New York for registration of transfer or exchange of Notes (Section 3.2);
(ix)...
Duties as Administrator. Adviser will administer the affairs of each Fund subject to the supervision of the Board and the following understandings:
(a) Adviser will supervise all aspects of the operations of each Fund, including the oversight of transfer agency and custodial services, except as hereinafter set forth; provided, however, that nothing herein contained shall be deemed to relieve or deprive the Board of its responsibility for control of the conduct of the affairs of the Funds.
(b) At Adviser's expense, Adviser will provide the Company and the Funds with such corporate, administrative and clerical personnel (including officers of the Company) and services as are reasonably deemed necessary or advisable by the Board.
(c) Adviser will arrange, but not pay, for the periodic preparation, updating, filing and dissemination (as applicable) of each Fund's prospectus, statement of additional information, proxy material, tax returns and required reports with or to the Fund's shareholders, the Securities and Exchange Commission and other appropriate federal or state regulatory authorities.
(d) Adviser will provide the Company and the Funds with, or obtain for them, adequate office space and all necessary office equipment and services, including telephone service, heat, utilities, stationery supplies and similar items.
Duties as Administrator. Xxxxxxxx Xxxxxxxx will administer the affairs of the Trust and each Series subject to the supervision of the Board and the following understandings:
(a) Xxxxxxxx Xxxxxxxx will supervise all aspects of the operations of the Trust and each Series, including the oversight of transfer agency, custodial and accounting services, except as hereinafter set forth; provided, however, that nothing herein contained shall be deemed to relieve or deprive the Board of its responsibility for and control of the conduct of the affairs of the Trust and each Series.
(b) Xxxxxxxx Xxxxxxxx will provide the Trust and each Series with such corporate, administrative and clerical personnel (including officers of the Trust) and services as are reasonably deemed necessary or advisable by the Board, including the maintenance of certain books and records of the Trust and each Series.
Duties as Administrator. Funds Management shall, at its expense, provide the following administrative services in connection with the operations of the Trust and the Funds:
(a) receive and tabulate shareholder votes;
(b) furnish statistical and research data;
(c) coordinate (or assist in) the preparation and filing with the U.S. Securities and Exchange Commission (“SEC”) of registration statements, notices, shareholder reports, and other material required to be filed under applicable laws;
(d) prepare and file with the states registration statements, notices, reports, and other material required to be filed under applicable laws;
(e) prepare and file Form 24F-2s and N-SARs;
(f) review bills submitted to the Funds and, upon determining that a xxxx is appropriate, allocating amounts to the appropriate Funds and Classes thereof and instructing the Funds’ custodian to pay such bills;
(g) coordinate (or assist in) the preparation of reports and other information materials regarding the Funds including proxies and other shareholder communications, and review prospectuses;
(h) prepare expense table information for annual updates;
(i) provide legal and regulatory advice to the Funds in connection with its other administrative functions, including assignment of matters to outside legal counsel on behalf of the Trust and supervising the work of such counsel;
(j) provide office facilities and clerical support for the Funds;
(k) develop and implement procedures for monitoring compliance with regulatory requirements and compliance with the Funds’ investment objectives, policies and restrictions;
(l) serve as liaison between the Funds and their independent auditors;
(m) prepare and file tax returns;
(n) review payments of Fund expenses;
(o) prepare expense budgeting and accruals;
(p) provide communication, coordination, and supervision services with regard to the Funds’ transfer agent, custodian, fund accountant, any co-administrators, and other service organizations that render recordkeeping or shareholder communication services;
(q) provide information to the Funds’ distributor concerning fund performance and administration;
(r) provide reports to the Funds’ board of directors regarding its activities;
(s) assist in the preparation and assembly of meeting materials, including comparable fee information, as required, for the Funds’ board of directors; and
(t) provide any other administrative services reasonably necessary for the operation of the Funds other than those services that are to be p...
Duties as Administrator. Subject to the supervision and direction of the General Partner’s Board of Directors, Management Directors and Audit Committee, the Administrator will perform the administrative services described in Appendix A hereto. Additional services may be provided by the Administrator upon the request of the Fund as mutually agreed from time to time. In performing its duties and obligations hereunder, the Administrator will act in accordance with the General Partner’s instructions as defined in Section 5 (“Instructions”). It is agreed and understood that the Administrator shall not be responsible for the Fund’s or the General Partner’s compliance with any applicable documents, laws or regulations, or for losses, costs or expenses arising out of the Fund’s or the General Partner’s failure to comply with said documents, laws or regulations or the Fund’s or the General Partner’s failure or inability to correct any non-compliance therewith. The Administrator shall in no event be required to take any action, which is in contravention of any applicable law, rule or regulation or any order or judgment of any court of competent jurisdiction.
Duties as Administrator. Xxxxx Fargo shall, at its expense, provide ----------------------- the following administrative services in connection with the operations of Life & Annuity and the Funds:
(a) track authorized vs. issued shares;
(b) furnish statistical and research data;
(c) coordinate (or assist in) the preparation and filing with the U.S. Securities and Exchange Commission of registration statements, notices, reports, and other material required to be filed under applicable laws;
(d) coordinate (or assist in) the preparation of reports and other information materials regarding the Funds including proxies and other shareholder communications, and review prospectuses;
(e) prepare expense table information for annual updates;
(f) provide legal and regulatory advice to the Funds in connection with its other administrative functions;
(g) provide office facilities and clerical support for the Funds;
(h) develop and implement procedures for monitoring compliance with regulatory requirements and compliance with the Funds' investment objectives, policies and restrictions;
(i) provide liaison with the Funds' independent auditors;
(j) prepare and file tax returns;
(k) review payments of Fund expenses;
(l) prepare expense budgeting and accruals;
(m) provide communication, coordination, and supervision services with regard to the Funds' transfer agent, custodian, fund accountant, co- administrator, and other service organizations that render recordkeeping or shareholder communication services;
(n) provide information to the Funds' distributor concerning fund performance and administration;
(o) assist Life & Annuity in the development of additional investment portfolios;
(p) provide reports to the Funds' board of trustees regarding its activities;
(q) assist in the preparation and assembly of meeting materials, including comparable fee information, as required, for the Funds' board of trustees; and
(r) provide any other administrative services reasonably necessary for the operation of the Funds other than those services that are to be provided by Xxxxxxxx pursuant to its Co-Administration Agreement with Life & Annuity and Xxxxx Fargo, and by Life & Annuity's transfer and dividend disbursing agent, custodian, and fund accountant, provided that nothing in this Agreement shall be deemed to require Xxxxx Fargo to provide any services that may not be provided by it under applicable banking laws and regulations. In performing all services under this agreement, Xxxxx Fargo shall: (a) act in ...
Duties as Administrator. Adviser will administer the affairs of the Fund subject to the supervision of the Board and the following understandings:
(a) Adviser will supervise all aspects of the operations of the Fund, including the oversight of transfer agency and custodial services, except as hereinafter set forth; provided, however, that nothing herein contained shall be deemed to relieve or deprive the Board of its responsibility for control of the conduct of the affairs of the Fund.
(b) At Adviser's expense, Adviser will provide the Fund with such corporate, administrative and clerical personnel (including officers of the Fund) and services as are reasonably deemed necessary or advisable by the Board.
(c) Adviser will arrange, but not pay, for the periodic preparation, updating, filing and dissemination (as applicable) of the Fund's proxy material, tax returns and required reports with or to the Fund's shareholders, the Securities and Exchange Commission and other appropriate federal or state regulatory authorities.
(d) Adviser will provide the Fund with, or obtain for it, adequate office space and all necessary office equipment and services, including telephone service, heat, utilities, stationery supplies and similar items.
Duties as Administrator. Subject to the supervision and direction of the Fund’s Board of Trustees, the Administrator will perform the administrative services described in Appendix B hereto. Additional services may be provided by the Administrator upon the request of the Fund as mutually agreed from time to time. In performing its duties and obligations hereunder, the Administrator will act in accordance with the Fund’s instructions as defined in Section 5 (“Instructions”). It is agreed and understood that the Administrator shall not be responsible for the Fund’s compliance with any applicable documents, laws or regulations, or for losses, costs or expenses arising out of the Fund’s failure to comply with said documents, laws or regulations or the Fund’s failure or inability to correct any non-compliance therewith. The Administrator shall in no event be required to take any action, which is in contravention of any applicable law, rule or regulation or any order or judgment of any court of competent jurisdiction.
Duties as Administrator. The Manager will assist in administering the affairs of the Trust and each Series subject to the supervision of the Trust's Board of Trustees and the following understandings:
(a) The Manager will supervise all aspects of the operation of the Trust and each Series except as hereinafter set forth, provided, however, that nothing herein contained shall be deemed to relieve or deprive the Board of Trustees of the Trust of its responsibility for and control of the conduct of the affairs of the Trust and each Series.
(b) The Manager will investigate and, with appropriate approval by the Trust's Board of Trustees, select necessary service companies to conduct certain operations of the Trust and each Series, including the custodian, transfer agent, dividend disbursing agent, accountant and attorney.
(c) The Manager will provide the Trust and each Series with such administrative and clerical services as are deemed necessary or advisable by the Trust's Board of Trustees, including the maintenance of certain books and records of the Trust and each Series.
(d) The Manager will arrange, but not pay, for the periodic preparation, updating, filing and dissemination of the Trust's Registration Statement, proxy materials, tax returns and reports to each Series' shareholders and the Securities and Exchange Commission and other appropriate federal or state regulatory authorities.
(e) The Manager will provide the Trust and each Series with, or obtain for it, adequate office space and all necessary office equipment and services, including telephone service, heat, utilities, stationery supplies and similar items.
(f) The Manager will make itself available to receive and will transmit purchase and redemption requests to the Trust's transfer agent as promptly as practicable and will make itself available to respond to shareholder inquiries.
Duties as Administrator. PaineWebber will administer the affairs of the Corporation and each Series subject to the supervision of the Board and the following understandings:
(a) PaineWebber will supervise all aspects of the operations of the Corporation and each Series, including the oversight of transfer agency, custodial and accounting services, except as hereinafter set forth; provided, however, that nothing herein contained shall be deemed to relieve or deprive the Board of its responsibility for and control of the conduct of the affairs of the Corporation and each Series.
(b) PaineWebber will provide the Corporation and each Series with such corporate, administrative and clerical personnel (including officers of the Corporation) and services as are reasonably deemed necessary or advisable by the Board, including the maintenance of certain books and records of the Corporation and each Series.
(c) PaineWebber will arrange, but not pay, for the periodic preparation, updating, filing and dissemination (as applicable) of the Corporation's Registration Statement, proxy material, tax returns and required reports with or to each Series' shareholders, the Securities and Exchange Commission and other appropriate federal or state regulatory authorities.
(d) PaineWebber will provide the Corporation and each Series with, or obtain for it, adequate office space and all necessary office equipment and services, including telephone service, heat, utilities, stationery supplies and similar items.
(e) PaineWebber will provide the Board on a regular basis with economic and investment analyses and reports and make available to the Board upon request any economic, statistical and investment services normally available to institutional or other customers of PaineWebber.
(f) PaineWebber will hold itself available to receive orders for the purchase of shares of each Series ("Shares") and will accept or reject such orders on behalf of the Series in accordance with the Corporation's Registration Statement, and will transmit such orders as are so accepted to the appropriate transfer agent as promptly as practicable; provided, however, that PaineWebber is not obligated to sell any certain number of Shares.
(g) PaineWebber will make itself available to receive requests for redemption from holders of Shares and will transmit such redemption requests to the Corporation's transfer agent as promptly as possible.
