Profitability The Board reviewed detailed information regarding revenues received by XXXX under the Agreement. The Board considered the estimated costs to XXXX, and pre-tax profits realized by XXXX, from advising the DWS Funds, as well as estimates of the pre-tax profits attributable to managing the Fund in particular. The Board also received information regarding the estimated enterprise-wide profitability of DIMA and its affiliates with respect to all fund services in totality and by fund. The Board and the Fee Consultant reviewed XXXX’s methodology in allocating its costs to the management of the Fund. Based on the information provided, the Board concluded that the pre-tax profits realized by XXXX in connection with the management of the Fund were not unreasonable. The Board also reviewed certain publicly available information regarding the profitability of certain similar investment management firms. The Board noted that, while information regarding the profitability of such firms is limited (and in some cases is not necessarily prepared on a comparable basis), DIMA and its affiliates’ overall profitability with respect to the DWS Funds (after taking into account distribution and other services provided to the funds by XXXX and its affiliates) was lower than the overall profitability levels of most comparable firms for which such data was available. Economies of Scale. The Board considered whether there are economies of scale with respect to the management of the Fund and whether the Fund benefits from any economies of scale. The Board noted that the Fund’s investment management fee schedule includes fee breakpoints. The Board concluded that the Fund’s fee schedule represents an appropriate sharing between the Fund and DIMA of such economies of scale as may exist in the management of the Fund at current asset levels.
Rewards PROGRAMS You may have selected a Rewards Program for your account or, if you selected a Popular / AAdvantage® card, then the terms of the AAdvantage® Program apply. REWARDS PROGRAM WHAT IT MEANS HOW IT AFFECTS YOU Return A rewards program that earns cash back per every purchase made with the Card. The reward program accumulates in cash 1% of all net Purchases made with your credit Card. Net Purchases are Purchases minus any credits or returns. In your billing statement, you will receive an estimate of the Reward accumulated. The redemption of money will be automatic and will occur once a year, in January. You will not be able to redeem your Reward before this date. The Bank will send you a check for the balance of your Reward to the address where you receive your billing statements. You will not accumulate Rewards for Balance Transfers, Convenience Checks, Cash Advances, payments thru TelePago® Popular or Internet Banking, the Purchase of casino chips or other methods of gambling, or any other transaction the Bank determines at its sole discretion constitutes or is equivalent to a Cash Advance. If you return merchandise, the Reward for that merchandise will be deducted. The percent of the deduction will be calculated based on the earning structure at the moment the merchandise was returned. If the amount of your Reward is less than ten (10) dollars at the automatic redemption period, you will not receive a check but it will accumulate to your account for the next redemption period. If your account has a derogative condition, the Bank will be able to retain your Reward until the condition ends or cancel the Reward completely, at the Bank's sole discretion. When calculating the Reward, the Bank will use the total dollar amount of each transaction eliminating the cents. The Bank's determination of the Reward is final. To receive the Reward, your account must be kept open until the date of the Reward payment. The cash back rewards program is subject to changes or cancellation at any moment at the Bank's sole discretion. American Airlines AAdvantage® Program A rewards program that earns miles. You authorize us to report to American Airlines, AAdvantage® miles earned with us. You also authorize us to share with American Airlines your email address and experiential and transactional information regarding your activity with us. You will earn AAdvantage® miles for Purchases as long as your Account is current, in good standing and open the day the Transaction is registered in your Account. The miles are earned multiplying the Transaction amount by the earn rate per dollar specific to your Card product. The total amount of miles per Transaction, without decimals, will be considered for the total amount of miles to be reported to AAdvantage® every account cycle. The Bank will report the miles earned with your AAdvantage® credit Card as long as your Account is current and in good standing the day of your cycle. The miles earned with your credit Card that are not reported to AAdvantage® because your Account has a derogative condition at cycle date, will be reported to AAdvantage® in the future if your Account becomes current. American Airlines reserves the right to change AAdvantage® program rules, regulations, travel awards and special offers at any time without notice and to end the AAdvantage® program with six (6) months prior notice. Any such changes may affect your ability to use the mileage awards or credits that you have accumulated. Members may not be able to obtain all offered awards at all times or use awards for all destinations or on all flights. AAdvantage® travel awards, mileage accrual and special offers are subject to government regulations. American Airlines is not responsible for products or services offered by other participating companies. For complete details about the AAdvantage® program, visit xxx.xx.xxx/xxxxxxxxxx. American Airlines, AAdvantage and the Flight Symbol are trademarks of American Airlines, Inc. PREMIA® A rewards program that earns points. Membership: Program Membership has a $25 annual fee subject to some exclusions as specified in the terms and conditions of the Program. The annual $25 fee is applied at the moment of subscription and subsequently once a year from the subscription date to any of the Program participating accounts. The Membership will be cancelled if any of the Program participating accounts has insufficient funds to cover the fee. Fee is non- refundable. You will earn points only for the activities and transactions described on the Program’s website as well as additional promotions sent out periodically by Popular. Points will be credited and debited depending on the type of transaction carried out. Popular will determine from time to time the maximum amount of Points that may be accumulated for different transactions. This information is available on the Program's webpage. Popular reserves the right to review the balance of Membership accumulated Points and to subtract any credited Points that infringe this Agreement. Each account can be registered only to one (1) Program Membership. Under no circumstance, one same account or transaction is allowed to accumulate Points simultaneously for more than one (1) Membership. Limitations: Cash Advance Transactions done with credit Cards, foreign or local currency purchases, casino chips or any other cash equivalent instrument purchase and loan payments, including but not limited to mortgage and auto loan payments will not accumulate Points. The Regular Level Points will expire in December every four (4) years from the date of subscription. The PREMIA® Platinum level Points will not expire as long as they remain at this level. If the Customer is no longer at that level, the Regular level expiration terms will apply as well as the Regular Level Membership fee. Any derogatory condition or account mismanagement, including but not limited to blocked, outstanding and overdraft accounts will result in automatic Membership suspension and elimination of accumulated Points without previous notice. Once the derogatory condition is removed, the amount of Points accrued at the moment of Membership suspension may be restored at Popular’s sole discretion. To view Your Point balance, please visit xxxxxxx.xxx. Individual consumer transactions are the only transactions entitled to Point accrual. Redemption: The Customer that figures as the primary account holder can redeem his/her accrued Points for rewards at any time, as long as he/she has the required Points for the desired reward. Program Membership must be active and the Customer may not have an account showing derogatory condition to be able to redeem the Points. The redeemed Points will immediately be deducted from the Points balance. For more information on the program visit xxx.xxxxxx.xxx or call PREMIA® Customer Service Center at 1.800.3PREMIA (0.000.000.0000). MOBILE WALLET SERVICE WHAT IT MEANS WHAT YOU AGREE TO A way to make You may choose to add your Card number to a Mobile Wallet Service. If you do so, you acknowledge that we are Purchases or not a provider of the Wallet, we do not control the device and we are not responsible for any failure or inability to payments using perform a transaction using the Wallet. We are only responsible for supplying information securely to the Wallet a mobile device provider to allow usage of your Card in the Wallet. We reserve the right to define product eligibility. You agree that any such use of your Account will be subject to all the terms and conditions contained in this Agreement. Your applicable Purchase APR will apply to Purchases made using the Mobile Wallet Service. You acknowledge that certain message and data rates may apply from your wireless service providers and/or wireless carriers which might impact your use of the Wallet. For example, your mobile service carrier or provider may impose data usage or text charges for your use of or interaction with the Wallet, including downloading the software, receiving or sending text messages, or other use of your mobile device when using the software or other products and services provided by the Wallet. You expressly agree that you are responsible for all such fees, limitations, and restrictions and that we may contact you via your mobile device for any purpose concerning your Account with us, including Account servicing and collection purposes. We do not control the privacy and security of your information that may be held by the Wallet provider and that is governed by the privacy policy given to you by the Wallet provider. You agree not to leave your Mobile Device unattended while logged into the Wallet and to log off immediately at the completion of each access by you. You agree not to provide your password or other access information to any other person. If you believe that someone may have unauthorized access to your Mobile Device, you agree to immediately cancel your access to the Wallet associated with the Mobile Device. You agree to provide us with immediate notice in the event you suspect fraud or any unauthorized access to any of your Accounts. You agree to take every precaution to ensure the safety, security and integrity of your Account and transactions when using the Wallet. Except as otherwise required by law, we may at our sole discretion change these terms, and modify or cancel the eligibility to use your Card with a Wallet service at any time, without notice. You cannot change these terms but you can terminate them by removing your Card from the Wallet. We reserve the right to refuse any transaction for any reason. You expressly understand and agree that your use of a Mobile Wallet Service is at your sole risk. Any material downloaded or otherwise obtained through the use of the Wallet is obtained at your own discretion and risk, and we are not responsible for any damage to your Mobile Device or loss of data that results from the download of any such material, whether due to any computer virus or otherwise. We make no representation or warranty as to the completeness, accuracy, reliability, or currency of any information or data that you obtain through the use of a wallet. WHAT ARE OUR RIGHTS If YOU DEFAULT OR WE HAVE A DISPUTE? Your Default An Account will be in default if: 1) you fail to make at least the Minimum Payment when due; 2) you violate any other provision of this Agreement; 3) we believe you may be unwilling or unable to pay your debts on time; 4) you file for bankruptcy; or 5) you become incapacitated or die. If your Account is in default, we may close your Account or terminate or suspend your credit privileges without notice and require full payment of your outstanding balance immediately. We can also begin collection activities. To the extent permitted by law, if you are in default because you have failed to pay us, we will require you to pay our collection costs, attorneys’ fees, court costs and all other expenses of enforcing our rights under this Agreement. Arbitration of Disputes This Agreement contains an Arbitration Provision immediately below. Within 90 days after the date we open your Account, you may elect to reject the Arbitration Provision by providing a written notice of your intention to do so to the address: Legal Division (745), Banco Popular de Puerto Rico, P.O. Box 362708, San Xxxx, Puerto Rico 00936-2708. Unless you submit your rejection or to the extent permitted by applicable law, the Arbitration Provision will have a substantial impact on how any legal claims we have against each other are resolved if either you or we elect arbitration. For example, disputes subject to arbitration are decided by a neutral arbitrator and not a judge or jury. This Arbitration Provision will not apply to, or be enforceable against, covered borrowers under the protection of the Military Lending Act. This Arbitration Provision shall not preclude you from pursuing or participating in a class action in court. IMPORTANT WAIVERS: IF YOU OR WE ELECT TO ARBITRATE A CLAIM, YOU AND WE BOTH WAIVE THE RIGHT TO: (1) HAVE A COURT OR A JURY DECIDE THE CLAIM; OR (2) OBTAIN INFORMATION EXCEPT AS PROVIDED HEREIN. OTHER RIGHTS ARE MORE LIMITED IN ARBITRATION THAN IN COURT OR ARE NOT AVAILABLE IN ARBITRATION. DEFINITIONS – In this Arbitration Provision, the following definitions will apply:
Developing Educator Plan shall mean a plan developed by the Educator and the Evaluator for one school year or less for an Educator without Professional Teacher Status (PTS); or, at the discretion of an Evaluator, for an Educator with PTS in a new assignment.
Uses Any shared asset shall be used for law enforcement purposes in accordance with the statutes and guidelines that govern the Department of Justice and the Department of the Treasury Equitable Sharing Programs as set forth in the current edition of the Guide to Equitable Sharing for State and Local Law Enforcement Agencies (Guide).
Capabilities A. The Parties agree that the DRE must possess the legal, technical, and financial capacity to:
(1) Accept and expend non-federal funds consistent with Section 4.2.4;
(2) Accept transfer of the FERC license and title for the Facilities from PacifiCorp;
(3) Seek and obtain necessary permits and other authorizations to implement Facilities Removal;
(4) Enter into appropriate contracts and grant agreements for effectuating Facilities Removal;
(5) Perform, directly or by oversight, Facilities Removal;
(6) Prevent, mitigate, and respond to damages the DRE or any of its contractors, subcontractors, or assigns cause during the course of Facilities Removal, and, consistent with Applicable Law, respond to and defend associated liability claims against the DRE or any of its contractors, subcontractors, or assigns, including costs thereof and any judgments or awards resulting therefrom;
(7) Carry the required insurance and bonding set forth in Appendix L to respond to liability and damages claims associated with Facilities Removal against the DRE or any of its contractors, subcontractors, or assigns;
(8) Meet the deadlines set forth in Exhibit 4; and
(9) Perform such other tasks as are reasonable and necessary for Facilities Removal.
B. Before the DRE and PacifiCorp file the joint application to transfer the license for the Facilities, the DRE will Timely demonstrate to the reasonable satisfaction of the States and PacifiCorp that it possesses the legal, technical, and financial capacity to accomplish the tasks in Sections 7.1.2.A(1) through (5), (8), and (9). PacifiCorp and the States will consult if the DRE fails to make the demonstration required in this subsection.
C. Within six months of the DRE’s execution of the Settlement, the DRE will include in an informational filing in the FERC license transfer proceeding proof that it possesses the legal, technical, and financial capacity to accomplish the tasks in Sections 7.1.2.A(6) and (7). This filing will include documentation that the DRE meets the requirements of Parts II, III, and IV of Appendix L and is capable of fulfilling its obligations under Section 7.1.3. The DRE will not provide the filing if either of the States or PacifiCorp objects to the filing after a reasonable opportunity to review before submission to FERC. The six-month deadline may be changed by agreement of the DRE, the States, and PacifiCorp. The Parties will Meet and Confer if the DRE fails to provide the informational filing to FERC.
User Generated Content 10.1 As a user to this website, You may be allowed to post any User Generated Content (“User Content”) and You agree, by submitting your contribution, you xxxxx XX Group a perpetual, royalty-free, non-exclusive, sublicensable right and license to use, reproduce, edit, modify, adapt, publish, translate, create derivate works from, distribute, perform, play, make available to the public, and exercise all copyright and publicity rights with respect to your contribution worldwide and/or to incorporate your contribution in other works in any media, now known or later developed, for the full terms of any rights that may exist in your contribution.
10.2 You also hereby grant other user of TM Website a non-exclusive license to access your User Content through the access and/or use of TM Website, and to use such User Content only as permitted through the functionality of TM Website.
10.3 You understand and agree that TM may retain and store, but not display, distribute, or perform, server copies of User Content that has been removed or deleted. The above licenses granted to TM, by You in User Content is irrevocable.
10.4 Further to the foregoing paragraph, by submitting your User Content to us, You warrant that:-
(a) your User Content is your own original work or have the necessary license, rights, consents, and permissions to use and authorize us to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Content to enable TM to use of the User Content in the manner required by us and that you have the right to make it available to us for all the purposes specified above;
(b) your User Content is not defamatory, threatening, injurious, insulting character, offensive, abusive, offensive on moral, menacing, religious or political grounds, impair your confidentiality obligations;
(c) your User Content does not infringe the law;
(d) You shall be solely responsible for your own User Content and the consequences of posting or publishing them;
(e) You will not submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post material and to grant us all of the license rights granted herein; and/or
(f) waive any moral rights in your User Content for the purposes of its submission to and publication in TM Website and the purposes specified above.
10.5 You understand that whether or not such User Content is posted, TM does not guarantee any confidentiality with respect to any User Content. TM does not endorse any User Content or any opinion, recommendation, or advice expressed therein, and expressly disclaims any and all liability in connection with User Content. We do not permit activities which will infringe any Intellectual Property Rights including copyright and we will remove all infringing contents and User Content upon notification that such Content or User Content infringes on another’s Intellectual Property Rights. We further reserve the right to remove any Content or User Content without prior notice.
10.6 You understand and agree that we may review and delete any User Content that you posted at any time without notice, without liability and for any reason whatsoever, especially if you breach the terms and conditions herein.
10.7 We reserve the right to investigate and take appropriate legal action, in our sole discretion, against You for the User Content especially if it violates TM policy and report you to the Appropriate Authority.
Preservative-treated Wood Containing Arsenic Grantee may not purchase preservative-treated wood products containing arsenic in the performance of this Agreement unless an exemption from the requirements of Chapter 13 of the San Francisco Environment Code is obtained from the Department of the Environment under Section 1304 of the Code. The term “preservative-treated wood containing arsenic” shall mean wood treated with a preservative that contains arsenic, elemental arsenic, or an arsenic copper combination, including, but not limited to, chromated copper arsenate preservative, ammoniacal copper zinc arsenate preservative, or ammoniacal copper arsenate preservative. Grantee may purchase preservative-treated wood products on the list of environmentally preferable alternatives prepared and adopted by the Department of the Environment. This provision does not preclude Grantee from purchasing preservative-treated wood containing arsenic for saltwater immersion. The term “saltwater immersion” shall mean a pressure-treated wood that is used for construction purposes or facilities that are partially or totally immersed in saltwater.
USER GENERATED CONTRIBUTIONS The Licensed Application may invite you to chat, contribute to, or participate in blogs, message boards, online forums, and other functionality, and may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or in the Licensed Application, including but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or other material (collectively, "Contributions"). Contributions may be viewable by other users of the Licensed Application and through third-party websites or applications. As such, any Contributions you transmit may be treated as non-confidential and non-proprietary. When you create or make available any Contributions, you thereby represent and warrant that:
1. The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
2. You are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us, the Licensed Application, and other users of the Licensed Application to use your Contributions in any manner contemplated by the Licensed Application and this License Agreement.
3. You have the written consent, release, and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness or each and every such identifiable individual person to enable inclusion and use of your Contributions in any manner contemplated by the Licensed Application and this License Agreement.
4. Your Contributions are not false, inaccurate, or misleading.
5. Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
6. Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or otherwise objectionable (as determined by us).
7. Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
8. Your Contributions are not used to harass or threaten (in the legal sense of those terms) any other person and to promote violence against a specific person or class of people.
9. Your Contributions do not violate any applicable law, regulation, or rule.
10. Your Contributions do not violate the privacy or publicity rights of any third party.
11. Your Contributions do not violate any applicable law concerning child pornography, or otherwise intended to protect the health or well-being of minors.
12. Your Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap.
13. Your Contributions do not otherwise violate, or link to material that violates, any provision of this License Agreement, or any applicable law or regulation. Any use of the Licensed Application in violation of the foregoing violates this License Agreement and may result in, among other things, termination or suspension of your rights to use the Licensed Application.
Population The Population shall be defined as all Paid Claims during the 12-month period covered by the Claims Review.
Use Tenant shall use the Premises only for the purposes stated in Item 3 of the Basic Lease Provisions. The parties agree that any contrary use shall be deemed to cause material and irreparable harm to Landlord and shall entitle Landlord to injunctive relief in addition to any other available remedy. The uses prohibited under this Lease shall include, without limitation, use of the Premises or a portion thereof for (i) offices of any agency or bureau of the United States or any state or political subdivision thereof; (ii) offices or agencies of any foreign governmental or political subdivision thereof; (iii) offices of any health care professionals or service organization; (iv) schools, temporary employment agencies or other training facilities which are not ancillary to corporate, executive or professional office use; (v) retail or restaurant uses; or (vi) communications firms such as radio and/or television stations. Tenant shall not do or permit anything to be done in or about the Premises which will in any way interfere with the rights or quiet enjoyment of other occupants of the Building or the Project, or use or allow the Premises to be used for any unlawful purpose, nor shall Tenant permit any nuisance or commit any waste in the Premises or the Project. Tenant shall not do or permit to be done anything which will invalidate or increase the cost of any insurance policy(ies) covering the Building, the Project and/or their contents, and shall comply with all applicable insurance underwriters rules. Tenant shall comply at its expense with all present and future laws, ordinances and requirements of all governmental authorities that pertain to Tenant or its use of the Premises, including without limitation all federal and state occupational health and safety and handicap access requirements, whether or not Tenant’s compliance will necessitate expenditures or interfere with its use and enjoyment of the Premises. Tenant shall not generate, handle, store or dispose of hazardous or toxic materials (as such materials may be identified in any federal, state or local law or regulation) in the Premises or Project without the prior written consent of Landlord; provided that the foregoing shall not be deemed to proscribe the use by Tenant of customary office supplies in normal quantities so long as such use comports with all applicable laws. Tenant agrees that it shall promptly complete and deliver to Landlord any disclosure form regarding hazardous or toxic materials that may be required by any governmental agency. Tenant shall also, from time to time upon request by Landlord, execute such affidavits concerning Tenant’s best knowledge and belief regarding the presence of hazardous or toxic materials in the Premises. Landlord shall have the right at any time to perform an assessment of the environmental condition of the Premises and of Tenant’s compliance with this Section. As part of any such assessment, Landlord shall have the right, upon reasonable prior notice to Tenant, to enter and inspect the Premises and to perform tests, provided those tests are performed in a manner that minimizes disruption to Tenant. Tenant will cooperate with Landlord in connection with any assessment by, among other things, promptly responding to inquiries and providing relevant documentation and records. The reasonable cost of the assessment/testing shall be reimbursed by Tenant to Landlord if such assessment/testing determines that Tenant failed to comply with the requirements of this Section. In all events Tenant shall indemnify each of the “Indemnified Parties” (as defined in Section 10.3) in the manner elsewhere provided in this Lease from any release of hazardous or toxic materials caused by Tenant, its agents, employees, contractors, subtenants or licensees. The foregoing covenants shall survive the expiration or earlier termination of this Lease.