Common use of Form of Instruction Clause in Contracts

Form of Instruction. Each Instruction shall be transmitted by such secured or authenticated electromechanical means as the Custodian shall make available to the Trust or Company from time to time unless the Trust or Company elects to transmit such Instruction in accordance with Sections 4.2.1 through 4.2.3 of this Section. 4.2.1. Trust or Company Designated Secured-Transmission Method. Instructions may be transmitted through a secured or tested electro-mechanical means identified by the Trust or Company or by an Authorized Person entitled to give Instruction and acknowledged and accepted by the Custodian; it being understood that such acknowledgment shall authorize the Custodian to receive and process such means of delivery, but shall not represent a judgment by the Custodian as to the reasonableness or security of the method determined by the Authorized Person (unless such method is a product proprietary to the Custodian and offered to the Trust or Company by the Custodian). 4.2.2. Written Instructions. Instructions may be transmitted in a writing that bears the manual signature of an Authorized Person. 4.2.3. Other Forms of Instruction. Instructions may also be transmitted by another means determined by the Trust, Company or Authorized Persons of each and acknowledged and accepted by the Custodian (subject to the same limits as to acknowledgements as is contained in Section 4.2.1, above) including, but not limited to, Instructions given orally or by SWIFT, telex or telefax (whether tested or untested). When an Instruction is given by means established under Sections 4.2.1 through 4.2.3 , it shall be the responsibility of the Custodian to use reasonable care to adhere to any security or other procedures established in writing between the Custodian and the Authorized Person with respect to such means of Instruction, but such Authorized Person shall be solely responsible for determining that the particular means chosen is reasonable under the circumstances (unless such method is a product proprietary to the Custodian and offered to the Trust or Company by the Custodian). Oral Instructions shall be binding upon the Custodian only if and when the Custodian takes action with respect thereto. With respect to telefax instructions, the parties agree and acknowledge that receipt of legible Instructions cannot be assured, that the Custodian cannot verify that authorized signatures on telefax instructions are original or properly affixed, and that the Custodian shall not be liable for losses or expenses incurred through actions taken in reasonable reliance on inaccurately stated, illegible or unauthorized telefax Instructions. Custodian shall promptly notify the Trust or Company once it becomes aware that it has received an illegible or unauthorized Instruction and shall be protected in waiting to act until such Instruction is clarified. The provisions of Section 4 A of the Uniform Commercial Code shall apply to Funds Transfers performed in accordance with Instructions. The Funds Transfer Services Schedule and the Electronic and Online Services Schedule to this Agreement shall comprise a designation of form of a means of delivering Instructions for purposes of this Section 4.2.

Appears in 2 contracts

Samples: Custodian Agreement (Sei Institutional Investments Trust), Custodian Agreement (Sei Institutional Managed Trust)

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Form of Instruction. Each Instruction Instruction, other than Oral Instructions, shall be transmitted by such secured or authenticated electromechanical electro-mechanical means as the Custodian shall make available to the Trust or Company Corporation from time to time unless the Trust or Company elects Corporation shall elect to transmit such Written Instruction in accordance with Sections 4.2.1 Subsections (a) through 4.2.3 (c) of this Section. 4.2.1(a) Written Instructions. Trust or Company Written Instructions may be transmitted in a writing that bears the manual signature of Authorized Persons. (b) Custodian Designated Secured-Transmission Method. Written Instructions may be transmitted through a secured or tested electro-mechanical means identified by the Trust or Company Corporation or by an Authorized Person entitled to give Instruction and acknowledged and accepted by the Custodian; Custodian and/or its Sub-custodian(s), it being understood that such acknowledgment shall authorize the Custodian to receive and process accept such means of delivery, delivery but shall not represent a judgment by the Custodian as to the reasonableness or security of the method determined means utilized by the Authorized Person (unless such method is a product proprietary to the Custodian and offered to the Trust or Company by the Custodian). 4.2.2. Written Instructions. Instructions may be transmitted in a writing that bears the manual signature of an Authorized Person. 4.2.3. (c) Other Forms of Instruction. Instructions may also be transmitted by another means determined by the Trust, Company Corporation or Authorized Persons of each and acknowledged and accepted by the Custodian and/or its Sub-custodian(s) (subject to the same limits as to acknowledgements as is are contained in Section 4.2.1Subsection (b), above) includingincluding Oral Instructions, but not limited to, and Instructions given orally or by SWIFT, telex SWIFT or telefax (whether tested or untested). When an Instruction is given by means established under Sections 4.2.1 Subsections (a) through 4.2.3 (c), it shall be the responsibility of the Custodian to use reasonable care to adhere to any security or other procedures established in writing between the Custodian and the Authorized Person with respect to such means of Instruction, but such the Authorized Person shall be solely responsible for determining that the particular means chosen is reasonable under the circumstances (unless circumstances. If Oral Instructions are transmitted to and received by Custodian from an Authorized Person, Custodian may act on any such method instructions which it reasonably and in good faith believes is a product proprietary to the Custodian and offered to the Trust or Company by the Custodian)such an Authorized Person. Oral Instructions shall be binding upon the Custodian only if and when the Custodian takes action with respect thereto. Oral Instructions shall be confirmed by Written Instructions not later than the Business Day immediately following receipt of such Oral Instructions in the manner set forth herein, provided, however, The Corporation agrees that the failure of the Custodian to receive such confirming instructions shall in no way affect the validity of the transactions or enforceability of the transactions hereby authorized by the Corporation. The Corporation agrees that the Custodian shall incur no liability to the Corporation for acting upon Oral Instructions given to the Custodian hereunder concerning such transactions. With respect to telefax instructions, the parties agree and acknowledge that receipt of legible Instructions instructions cannot be assured, that the Custodian cannot verify that authorized signatures on telefax instructions are original or properly affixed, and that the Custodian shall not be liable for losses or expenses incurred through actions taken in reasonable reliance on inaccurately stated, illegible or unauthorized telefax Instructions. Custodian shall promptly notify the Trust or Company once it becomes aware that it has received an illegible or unauthorized Instruction and shall be protected in waiting to act until such Instruction is clarifiedinstructions. The provisions of Section 4 A 4A of the Uniform Commercial Code shall apply to Funds Transfers funds transfers performed in accordance with Instructions. The Funds Transfer Services Schedule and the Electronic and Online Services Schedule to this Agreement shall comprise a designation of form of a means of delivering Instructions for purposes of this Section 4.2.

Appears in 1 contract

Samples: Custody Agreement

Form of Instruction. Each Instruction Instruction, shall be transmitted by such secured or authenticated electromechanical electro-mechanical means as the Custodian Sub-custodian shall make available to the Trust or Company from time to time unless the Trust or Company elects shall elect to transmit such Written Instruction in accordance with Sections 4.2.1 Subsections (a) through 4.2.3 (c) of this Section. 4.2.1(a) Instructions. Instructions may be transmitted in a writing that bears the manual signature of Authorized Persons. (b) Trust or Company Designated Secured-Transmission Method. Instructions may be transmitted through a secured or tested electro-mechanical means identified by the Trust or Company or by an Authorized Person entitled to give Instruction and acknowledged and accepted by the Custodian; Sub-custodian it being understood that such acknowledgment shall authorize the Custodian Sub-custodian to receive and process accept such means of delivery, delivery but shall not represent a judgment by the Custodian Sub-custodian as to the reasonableness or security of the method determined means utilized by the Authorized Person (unless such method is a product proprietary to the Custodian and offered to the Trust or Company by the Custodian). 4.2.2. Written Instructions. Instructions may be transmitted in a writing that bears the manual signature of an Authorized Person. 4.2.3. (c) Other Forms of Instruction. Instructions may also be transmitted by another means determined by the Trust, Company or Authorized Persons of each Trust and acknowledged and accepted by the Custodian Sub-custodian (subject to the same limits as to acknowledgements as is are contained in Section 4.2.1Subsection (b), above) including, but not limited to, including Instructions given orally or by SWIFT, telex SWIFT or telefax (whether tested or untested). When an Instruction is given by means established under Sections 4.2.1 Subsections (a) through 4.2.3 (c), it shall be the responsibility of the Custodian Sub-custodian to use reasonable care to adhere to any security or other procedures established in writing between the Custodian Sub-custodian and the Authorized Person Trust with respect to such means of Instruction, but such Authorized Person the Trust shall be solely responsible for determining that the particular means chosen is reasonable under the circumstances (unless such method is a product proprietary to the Custodian and offered to the Trust or Company by the Custodian)circumstances. Oral Instructions shall be binding upon the Custodian only if and when the Custodian takes action with respect thereto. With respect to telefax instructions, the The parties agree and acknowledge that receipt of legible Instructions instructions cannot be assured, that the Custodian Sub-custodian cannot verify that authorized signatures on telefax instructions are original or properly affixed, and that the Custodian Sub-custodian shall not be liable for losses or expenses incurred through actions taken in reasonable reliance on inaccurately stated, illegible or unauthorized (so long as such unauthorized instructions were reasonably believed by Sub-custodian to be authorized) telefax Instructions. Custodian shall promptly notify the Trust or Company once it becomes aware that it has received an illegible or unauthorized Instruction and shall be protected in waiting to act until such Instruction is clarifiedinstructions. The provisions of Section 4 A 4A of the Uniform Commercial Code shall apply to Funds Transfers funds transfers performed in accordance with Instructions. The Funds Transfer Services Schedule and the Electronic and Online Services Schedule to this Agreement shall comprise a designation of form of a means of delivering Instructions for purposes of this Section 4.2.

Appears in 1 contract

Samples: Sub Custody Agreement

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Form of Instruction. Each Instruction Instruction, other than Oral Instructions, shall be transmitted by such secured or authenticated electromechanical electro-mechanical means as the Custodian shall make available to the Trust or Company from time to time unless the Trust or Company elects shall elect to transmit such Written Instruction in accordance with Sections 4.2.1 Subsections (a) through 4.2.3 (c) of this Section. 4.2.1(a) WRITTEN INSTRUCTIONS. Trust or Company Designated SecuredWritten Instructions may be transmitted in a writing that bears the manual signature of Authorized Persons. (b) CUSTODIAN DESIGNATED SECURED-Transmission MethodTRANSMISSION METHOD. Written Instructions may be transmitted through a secured or tested electro-mechanical means identified by the Trust or Company or by an Authorized Person entitled to give Instruction and acknowledged and accepted by the Custodian; Custodian and/or its Sub-custodian(s), it being understood that such acknowledgment shall authorize the Custodian to receive and process accept such means of delivery, delivery but shall not represent a judgment by the Custodian as to the reasonableness or security of the method determined means utilized by the Authorized Person (unless such method is a product proprietary to the Custodian and offered to the Trust or Company by the Custodian). 4.2.2. Written Instructions. Instructions may be transmitted in a writing that bears the manual signature of an Authorized Person. 4.2.3. Other Forms of Instruction(c) OTHER FORMS OF INSTRUCTION. Instructions may also be transmitted by another means determined by the Trust, Company Trust or Authorized Persons of each and acknowledged and accepted by the Custodian and/or its Sub-custodian(s) (subject to the same limits as to acknowledgements as is are contained in Section 4.2.1Subsection (b), above) includingincluding Oral Instructions, but not limited to, and Instructions given orally or by SWIFT, telex SWIFT or telefax (whether tested or untested). When an Instruction is given by means established under Sections 4.2.1 Subsections (a) through 4.2.3 (c), it shall be the responsibility of the Custodian to use reasonable care to adhere to any security or other procedures established in writing between the Custodian and the Authorized Person with respect to such means of Instruction, but such the Authorized Person shall be solely responsible for determining that the particular means chosen is reasonable under the circumstances (unless circumstances. If Oral Instructions are transmitted to and received by Custodian from an Authorized Person, Custodian may act on any such method instructions which it reasonably and in good faith believes is a product proprietary to the Custodian and offered to the Trust or Company by the Custodian)such an Authorized Person. Oral Instructions shall be binding upon the Custodian only if and when the Custodian takes action with respect thereto. Oral Instructions shall be confirmed by Written Instructions not later than the Business Day immediately following receipt of such Oral Instructions in the manner set forth herein, provided, however, The Trust agrees that the failure of the Custodian to receive such confirming instructions shall in no way affect the validity of the transactions or enforceability of the transactions hereby authorized by the Trust. The Trust agrees that the Custodian shall incur no liability to the Trust for acting upon Oral Instructions given to the Custodian hereunder concerning such transactions. With respect to telefax instructions, the parties agree and acknowledge that receipt of legible Instructions instructions cannot be assured, that the Custodian cannot verify that authorized signatures on telefax instructions are original or properly affixed, and that the Custodian shall not be liable for losses or expenses incurred through actions taken in reasonable reliance on inaccurately stated, illegible or unauthorized telefax Instructions. Custodian shall promptly notify the Trust or Company once it becomes aware that it has received an illegible or unauthorized Instruction and shall be protected in waiting to act until such Instruction is clarifiedinstructions. The provisions of Section 4 A 4A of the Uniform Commercial Code shall apply to Funds Transfers funds transfers performed in accordance with Instructions. The Funds Transfer Services Schedule and the Electronic and Online Services Schedule to this Agreement shall comprise a designation of form of a means of delivering Instructions for purposes of this Section 4.2.

Appears in 1 contract

Samples: Custody Agreement (Infinity Capital Group, Inc.)

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