German Security Sample Clauses

German Security. (a) For the purposes of any German Security (where “German Security” means any security interest created under the Collateral Documents governed by German law) in addition to the provision set out in this Section 9 above, the specific provisions set out in paragraphs (b) to (g) of this Section 9.11 shall be applicable. In the case of any inconsistency, the provisions set out in paragraphs (b) to (g) of this Section 9.11 shall prevail. The provisions set out in paragraph (b) to (g) of this Section 9.11 shall not constitute a trust pursuant to the laws of the State of New York but a fiduciary relationship (Treuhand) within the meaning of German law.
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German Security. (a) Notwithstanding anything to the contrary contained in this Agreement, with respect to the German Security and the German Security Documents, the terms and provisions of this Section 12.13 shall control and be binding. (b) With respect to the German Security and the German Security Documents, the Collateral Agent will: (i) hold and administer any German Security which is assigned or otherwise transferred (Sicherungseigentum/Sicherungsabtretung) under a non-accessory security right (nicht akzessorische Sicherheit) to it as trustee (Treuhänder) for the benefit of the Lenders; and (ii) administer any German Security which is pledged (Verpfändung) or otherwise transferred to a Lender under an accessory security right (akzessorische Sicherheit) as agent. (c) With respect to the German Security and the German Security Documents, each Lender hereby authorizes the Collateral Agent (whether or not by or through employees or agents): (i) to exercise such rights, remedies, powers and discretions as are specifically delegated to or conferred upon the Collateral Agent by this Agreement and the German Security Documents together with such powers and discretions as are reasonably incidental thereto; (ii) to take such action on its behalf as may from time to time be authorized under or in accordance with this Agreement and the German Security Documents; and (iii) to execute for and on its behalf any and all German Security Documents to which it is a party and to accept as its representative (Stellvertreter) any pledge or other creation of any accessory right made to any such Lender in relation to this Agreement. (d) Each Lender, the Collateral Agent and each Borrower acknowledge and agree that the Collateral Agent will be exempted from the restrictions of Section 181 of the German Civil Code and may delegate its power (including the release from the restrictions of Section 181 of the German Civil Code) by way of granting a substitute power of attorney. (e) Sections 12.13 (c)(i), (ii) and (iii) and 12.13 (d) above shall be governed by German law except for the German conflict of law rules. The non-exclusive place of jurisdiction to settle any disputes which arise out of, or are connected to, Section 12.14 shall be Frankfurt am Main, Germany. (f) The Collateral Agent may take such action (including, without limitation, the exercise of all rights, discretions or powers and the granting of consents or releases or the engagement of a notary for execution of any documents re...
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German Security. 4.1. The Company hereby assigns and transfers by way of security (Sicherungsabtretung) to the Agent for the benefit of the Secured Parties all present and future rights (including non-ancillary (selbständige) and ancillary (unselbständige) rights to determine the legal relationship (Gestaltungsrechte), including termination rights (Kündigungsrechte)), claims and interests of the Company: (a) in and to all present and future German Receivables (including, for the avoidance of doubt, all Related Security and other Affected Assets sold and assigned to the Company under the relevant Purchase and Sale Agreements); and (b) against each German Originator pursuant to or in connection with the German Purchase and Sale Agreement and any transaction or operation contemplated thereby; (collectively, the “German Security” and the assets, rights, claims and interests of the Company therein, the “German Security Assets”). 4.2. The Agent hereby accepts the assignment and the transfer of the German Security hereunder. 4.3. To the extent that the German Security is in existence on the date of this Agreement, the German Security shall pass over to the Agent on execution of this Agreement, and any future German Security shall directly pass over to the Agent at the date such German Security arises. 4.4. To the extent that title to any of the German Security Assets cannot be transferred by mere agreement between the Company and the Agent as effected in Clauses 4.1 to 4.4, the Company and the Agent agree that: (a) any transfer of possession (Übergabe) necessary to transfer title in or to any German Security Assets, in particular, in relation to cheques or bills of exchange is hereby replaced by the Company holding such instruments of debt or other movables in custody for the Agent free of charge (unentgeltliche Verwahrung) or, insofar as the Company has no direct possession (unmittelbaren Besitz) of any German Security Assets, by the Company assigning hereby to the Agent all claims for return against the relevant persons who are in actual possession of such instrument or movable and, as the case may be, all other persons having indirect possession (mittelbaren Besitz) of such German Security Assets; (b) any notice to be given in order to effect transfer of title in or to the German Security Assets shall immediately be given by the Company in such form as the Agent requires and the Company hereby agrees that if it fails to give such notice, the Agent is hereby irrevocably authori...
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German Security. (a) Each of the Secured Parties (other than the Security Agent) hereby appoints the Security Agent as trustee (Treuhänder) and administrator for the purpose of accepting and administering the German Security Documents for and on behalf of the other Secured Parties. The Security Agent shall hold and administer any German Security Documents as trustee (treuhänderisch) for the benefit of the Secured Parties. (b) Each Secured Party hereby authorises the Security Agent (whether or not by or through employees or agents) (i) to exercise such rights, remedies, powers and discretions as are specifically delegated to or conferred upon the Security Agent under the German Security Documents together with such powers and discretions as are reasonably incidental thereto; (ii) to take such action on its behalf as may from time to time be authorised under or in connection with the German Security Documents. (c) Each of the Secured Parties hereby relieves the Security Agent from the restrictions of self-dealing pursuant to Section 181 of the German Civil Code (Bürgerliches Gesetzbuch) or any other applicable restrictions of self-dealing pursuant to any other applicable law, in each case to the extent legally possible, to perform its duties and obligations as Security Agent hereunder. The Security Agent shall have the authority to sub-delegate the power granted hereunder in accordance with this Agreement and to grant an exemption from the restrictions imposed by such code provision to any sub-delegate.
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German Security. 34.23.1 Regarding all Transaction Security established under German law (the "GERMAN SECURITY") the Security Trustee shall: (a) hold and administer any German Security which is security assigned (SICHERUNGSEIGENTUM/SICHERUNGSABTRETUNG) or otherwise transferred under a non-accessory security right (NICHT AKZESSORISCHE SICHERHEIT) to it as trustee (TREUHANDER) for the benefit of the Beneficiaries; and (b) administer any German Security which is pledged (VERPFANDUNG) or otherwise transferred to any Beneficiary under an accessory security right (AKZESSORISCHE SICHERHEIT).
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German Security. 124 Section 10.12 Parallel Debt (Covenant to pay the Administrative Agent)...................................125 Section 10.13 French Law Parallel Debt (Covenant to pay the Administrative Agent)........................125 ARTICLE XI
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German Security. German pledges over the shares of the companies listed at (z) to (ee) Inclusive in paragraph 3.6.6 of this Memorandum.
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German Security 
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Related to German Security

  • E7 Security The Authority shall be responsible for maintaining the security of the Authority premises in accordance with its standard security requirements. The Contractor shall comply with all security requirements of the Authority while on the Authority premises, and shall ensure that all Staff comply with such requirements.

  • UNION SECURITY 7.01 The Employer shall deduct monthly from the pay due to each employee who is covered by this Agreement a sum equal to the monthly Union dues of each such employee. Where an employee has no earnings during the first payroll period, the deduction shall be made in the next payroll period where the employee has earnings, within that month. The Union shall notify the employer in writing of the amount of such dues from time to time. The Employer will send to the Union its cheque for the dues so deducted in the month following the month in which the dues are deducted. When arrears or adjustments are submitted retroactively, the dues month and an explanation will accompany any such dues. 7.02 The Employer shall provide the Union with a list showing the first and last names and Social Insurance Numbers of all employees from whom deductions have been made. The report will identify the name of the facility and the month from which the dues are remitted. The Employer will also identify job classification (where the bargaining unit includes classifications, employees paid less than RNs) and status (i.e. full-time, part-time) of the employees, all terminations, newly hired employees (including start date, where the existing system allows for the information without cost), and employees on Leaves of Absence. On a quarterly basis, the Home will also provide the members’ current addresses and phone numbers, shown on the Employer’s personnel records. The Employer will endeavour to provide information in electronic format if the Employer has the technology. The Union may forward any questions with respect to individual employees in writing (or e-mail) to the Administrator (or designate). The employer will respond to such requests with any information it has which is readily available, within two weeks. 7.03 The Employer shall provide each employee with a T4 Supplementary slip showing the dues deducted in the previous year for income tax purposes where such information is or becomes readily available through the employer's payroll system. 7.04 The Union shall indemnify and save the Employer harmless with respect to dues so deducted and remitted.

  • Aviation Security 1. In accordance with their rights and obligations under international law, the Parties reaffirm that their obligation to each other to protect the security of civil aviation against acts of unlawful interference forms an integral part of this Agreement. Without limiting the generality of their rights and obligations under international law, the Parties shall in particular act in conformity with the provisions of the Convention on Offenses and Certain Other Acts Committed on Board Aircraft, done at Tokyo September 14, 1963, the Convention for the Suppression of Unlawful Seizure of Aircraft, done at The Hague December 16, 1970, the Convention for the Suppression of Unlawful Acts against the Safety of Civil Aviation, done at Montreal September 23, 1971, and the Protocol for the Suppression of Unlawful Acts of Violence at Airports Serving International Civil Aviation, done at Montreal February 24, 1988. 2. The Parties shall provide upon request all necessary assistance to each other to prevent acts of unlawful seizure of civil aircraft and other unlawful acts against the safety of such aircraft, of their passengers and crew, and of airports and air navigation facilities, and to address any other threat to the security of civil air navigation. 3. The Parties shall, in their mutual relations, act in conformity with the aviation security standards and appropriate recommended practices established by the International Civil Aviation Organization and designated as Annexes to the Convention; they shall require that operators of aircraft of their registry, operators of aircraft who have their principal place of business or permanent residence in their territory, and the operators of airports in their territory act in conformity with such aviation security provisions. 4. Each Party agrees to observe the security provisions required by the other Party for entry into, for departure from, and while within the territory of that other Party and to take adequate measures to protect aircraft and to inspect passengers, crew, and their baggage and carry-on items, as well as cargo and aircraft stores, prior to and during boarding or loading. Each Party shall also give positive consideration to any request from the other Party for special security measures to meet a particular threat. 5. When an incident or threat of an incident of unlawful seizure of aircraft or other unlawful acts against the safety of passengers, crew, aircraft, airports or air navigation facilities occurs, the Parties shall assist each other by facilitating communications and other appropriate measures intended to terminate rapidly and safely such incident or threat. 6. When a Party has reasonable grounds to believe that the other Party has departed from the aviation security provisions of this Article, the aeronautical authorities of that Party may request immediate consultations with the aeronautical authorities of the other Party. Failure to reach a satisfactory agreement within 15 days from the date of such request shall constitute grounds to withhold, revoke, limit, or impose conditions on the operating authorization and technical permissions of an airline or airlines of that Party. When required by an emergency, a Party may take interim action prior to the expiry of 15 days.

  • ARTICLE UNION SECURITY It is agreed that all employees covered by this Agree- ment shall become and remain members of the Union in good standing as a condition of employment. New employees shall make application for membership in the Union at the time of their hiring and shall become and remain members of the Union in good standing, as a condition of employment. The Employer agrees that it will inform all new employees prior to or at the time of hiring of the Union security provisions of the Agree- ment. The Employer or designate will during the first three (3) weeks of each individual’s employment make known to the new employee the names and work locations of union stewards in the store. The Employer shall, during the term of this Agreement, as a condition of employment, deduct from members of the bargaining unit the regular weekly Union Dues and such Dues shall be remitted to the Union prior to the 15th day of the month following the month in which such deduction is made. The Employer shall notify the Union of new full-time employees’ classifications and rates of pay in addition to ter- minations, on a monthly basis. Deduction statements shall be documented by location, containing the full name of the employee and his starting date and social insurance number subject to the employee consenting to the use of his or her social insurance number. The Employer agrees to record the annual Union Dues deductions for each employee on his Form. Employers shall provide dues information to the Union in an electronic format acceptable to both parties. In the event that such weekly Dues are changed during the term of the Agreement, such change must be given to the Employer by notice properly authorized by Union Officials and shall become effective within one month following the date the notice is received. New employees shall be documented and documents for- warded to the Union Office within two (2) weeks of hiring. The first sixty (60) days worked at each store shall be con- sidered a probationary period. It is understood between the Employer and the Union that a probationary employee shall be considered an employee for all purposes of the Agree- ment save that a probationary employee may be dismissed at any time during the probationary period.

  • Not a Security None of the Notes shall be deemed to be a security within the meaning of the Securities Act of 1933 or the Securities Exchange Act of 1934.

  • JOB SECURITY 23.01 Subject to the willingness and capacity of individual employees to accept relocation and retraining, the Employer will make every reasonable effort to ensure that any reduction in the work force will be accomplished through attrition.

  • ASSOCIATION SECURITY 5.01 The Hospital will deduct from each nurse covered by this Agreement an amount equal to the regular monthly Association dues designated by the Association. The deduction period for a part-time nurse may be extended where the nurse does not receive any pay in a particular month. Where a nurse has no dues deducted during the payroll period from which dues are normally deducted, that deduction shall be made in the next payroll period provided the nurse has earnings in the next payroll period. If the failure to deduct dues results from an error by the Hospital, then, as soon as the error is called to its attention by the union, the Hospital shall make the deduction in the manner agreed to by the parties. If there is no agreement, the Hospital shall make the deduction in the manner prescribed by the union. 5.02 Such dues shall be deducted monthly and in the case of newly employed nurses, such deductions shall commence in the month following their date of hire. 5.03 The amount of the regular monthly dues shall be those authorized by the Association and the Vice-President, Finance of the Association shall notify the Hospital of any changes therein and such notification shall be the Hospital's conclusive authority to make the deduction specified. In the case of any local dues levies, notification will be made by the local treasurer and such notification shall be the Hospital’s conclusive authority to make the deduction specified. 5.04 In consideration of the deducting and forwarding of Association dues by the Hospital, the Association agrees to indemnify and save harmless the Hospital against any claims or liabilities arising or resulting from the operation of this Article. 5.05 The amounts so deducted shall be remitted monthly to the Vice-President, Finance of the Association, no later than the end of the month following the month in which the dues were deducted. In remitting such dues, the Hospital shall provide a list of nurses from whom deductions were made, their work site (if the bargaining unit covers more than one site) and the nurses’ social insurance numbers, amount of dues deducted and, where feasible, the Hospital shall also provide the job classification, and status of the nurses. The list shall also include deletions and additions from the preceding month highlighting new hires, resignations, terminations, new unpaid leave of absence of greater than one (1) month and returns from leaves of absence. A copy of this list will be sent concurrently to the local Association. Where the parties agree, the Hospital may also provide the information in an electronic format or on a computer disk. If the central parties are able to agree on a template for dues related information, it will be distributed and jointly recommended to the Hospitals. 5.06 The Hospital agrees that an officer of the Association or Union representative shall be allowed a reasonable period during regular working hours to interview newly hired nurses during their probationary period. During such interview, membership forms may be provided to the nurse. These interviews shall be scheduled in advance as determined by local negotiation and may be arranged collectively or individually by the Hospital. NOTE: The list provided for in Article 5.05 shall include any other information that is currently provided to ONA. Additionally, the Hospital will provide each nurse with a T-4 Supplementary Slip showing the dues deducted in the previous year for income tax purposes where such information is or becomes readily available through the Hospital's payroll system.

  • Information Security IET information security management practices, policies and regulatory compliance requirements are aimed at assuring the confidentiality, integrity and availability of Customer information. The UC Xxxxx Cyber-safety Policy, UC Xxxxx Security Standards Policy (PPM Section 310-22), is adopted by the campus and IET to define the responsibilities and key practices for assuring the security of UC Xxxxx computing systems and electronic data.

  • UNION SECURITY AND CHECKOFF 5:01 It shall be a condition of continued employment for all employees including probationary employees, as defined in Article 2, to become members and maintain membership in good standing in the Union. 5:02 The Corporation agrees to deduct from the earnings of all employees, including probationary employees, covered by this Agreement, an amount each month as dues and upon completion of the probationary period an amount for the initiation fee. The amount of such dues and initiation fees shall be advised in writing by the I.B.E.W., Local 2351 and changes to such amounts shall be advised not less than four (4) weeks prior to the effective date. Dues collected shall be remitted within ten (10) days after each pay period, to the designated official of the Union along with a statement of the names, in alphabetical order, and amounts deducted from each employee. The statement will also include the names of employees whose wages are insufficient to permit such deduction and the Corporation will only be obligated to make such deduction from the immediate subsequent pay period. Employees on recall status must be members in good standing of the Union in order to be recalled. 5:03 The Union agrees that neither it nor any of its officers or members will engage in Union activities on Corporation time, or Corporation work area, except as provided in this Agreement. 5:04 The Union shall indemnify and save the Corporation harmless against any and all claims, demands, suits or other forms of liability that shall arise from or by reason of action taken or not taken by the Corporation for the purpose of complying with this Article. 5:05 The Corporation will submit monthly to the Union a list of the dates of new hires, terminations and transfers to and from the Bargaining Unit for the previous month. 5:06 The Union agrees to furnish the Corporation with the names of all personnel including officers, representatives, stewards and committee people who are authorized to represent the Union in its relations with the Corporation. 5:07 The Corporation agrees to supply all employees with a copy of the Collective Agreement and will endeavour to do so within one (1) month after receipt from the printer. 5:08 The Corporation shall provide bulletin boards in designated areas for the posting of Union notices dealing with meetings, election of officers, appointments and committees, social affairs and other non-controversial matters dealing with the affairs of the Union. No bulletin shall be posted until approved by the Human Resources Division or the designated Corporate representative.

  • UNION SECURITY AND CHECK-OFF 5.01 All present seniority employees who are currently members of the Union will be required to continue to be members of the Union as a condition of employment for the duration of this Agreement. 5.02 Present probationary employees and newly hired employees upon completion of their probationary period, shall become members of the Union, and will be required to continue to be members of the Union as a condition of employment for the duration of this Agreement. 5.03 The Company will deduct from the pay of each employee, including new hirees, the monthly dues and other assessments authorized by the constitution of the Union. The initiation fee shall be taken off the following pay period after the employee has completed his probationary period. This deduction will be shown on a separate column on the Union dues list prescribed in 5.04. The Union dues shall be taken off the following pay period after an employee has worked 40 hours in any one calendar month. Union dues shall be calculated on the basis of the average of an employee’s total earnings as defined in the constitution and by-laws of the national and local Union for the previous calendar month. The Company shall deduct from each employee’s regular supplemental unemployment benefits the monthly dues and other assessments as authorized by the constitution of the Union. The Union will notify the Company, in writing, two (2) weeks in advance of the relevant month of any changes in monthly dues deductions to be made. The Company agrees to include on an employee’s T4 slip for income tax purposes the total Union dues paid for the year, excluding any initiation fees. 5.04 A list of the total number of employees, along with all sums deducted as above shall be remitted by the Company to the financial secretary of the local Union by the 15th of the month following the month in which the deductions were made. This list will contain employee names, payroll numbers, addresses and telephone numbers, along with the amount of such deductions and the reason, if any, why no deductions were made from certain employees. This list will also indicate any employee whose employment is terminated, transferred out of the bargaining unit, on layoff, leave of absence, or died. The Company will also provide the financial secretary with the monthly alphabetical employee list. The Company will reimburse any employee any dues that have been deducted in error as long as a claim has been submitted to the Company before the last day of the calendar month in which the deduction was made. 5.05 The Union shall indemnify and save the Company harmless against any and all claims, demands, suits and other forms of liability that arise out of or by reason of any action taken or not taken by the Company for the purpose of complying with any of the provisions of this article, or in reliance on any lists, notice or assessment furnished under such provisions.

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