HMHIC Broker Agreements Sample Clauses

HMHIC Broker Agreements. Attached as Exhibit 3.23(l)(i) of Schedule 3.23(l) of the Disclosure Schedule is an accurate and complete list of each Person which is a party to a HMHIC Broker Agreement and an accurate and complete summary of each HMHIC Broker Agreement which identifies the broker in an appropriate manner, initial contract date, renewal or termination date and Policyholders associated with such broker which are identified an appropriate manner. Seller has delivered to Buyer true and correct copies of all forms of Broker Agreements currently in use by HMHIC. Seller represents and warrants that the largest brokers of HMHIC representing eighty percent (80%) of the total number of Insureds as of August 31, 1999 and the largest brokers of HMHIC representing eighty percent (80%) of commissions paid as of August 31, 1999 (the "Material HMHIC Brokers") are parties to the standard forms of Broker Agreement attached to Schedule 3.23(l) as Exhibit 3.23(l)(ii), except for those Material HMHIC Brokers listed on Exhibit 3.23(l)(iii) of Schedule 3.23(l) which have entered into non-standard Broker Agreements. True and correct copies of those non-standard Broker Agreements entered into by a Material HMHIC Broker (as listed on Exhibit 3.23(l)(iii)) have been delivered to Buyer by Seller. Except as set forth on Schedule 3.23(l) of the Disclosure Schedule, all of the Broker Agreements for Material HMHIC Brokers are in writing and signed and were entered into in the ordinary course of business and constitute valid, binding and enforceable agreements of the parties thereto. Except as set forth on Schedule 3.23(l) of the Disclosure Schedule or incurred in the ordinary course of business after July 31, 1999, no past due amounts are owing under any HMHIC Broker Agreement. HMHIC has, and to Seller's Knowledge, each HMHIC broker has, performed all services, commitments and obligations on their respective parts to be observed or performed under each HMHIC Broker Agreement prior to the Closing Date in conformity with all contractual commitments. All forms of the Broker Agreements which are currently in use by HMHIC conform to the requirements of any applicable Health Benefit Plan Laws. Except as set forth on Schedule 6.2(f) of the Disclosure Schedule, no consent or approval is required to be obtained, and no notice required to be given, under any HMHIC Broker Agreement in connection with the sale of the HMHIC Stock to Buyer hereunder. To the Seller's Knowledge: (i) no Material HMHIC Broker has given...
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Related to HMHIC Broker Agreements

  • Acquisition Agreements If the Equipment is subject to any Acquisition Agreement, Lessee, as part of this lease, transfers and assigns to Lessor all of its rights, but none of its obligations (except for Lessee's obligation to pay for the Equipment conditioned upon Lessee's acceptance in accordance with Paragraph 6), in and to the Acquisition Agreement, including but not limited to the right to take title to the Equipment. Lessee shall indemnify and hold Lessor harmless in accordance with Paragraph 19 from any liability resulting from any Acquisition Agreement as well as liabilities resulting from any Acquisition Agreement Lessor is required to enter into on behalf of Lessee or with Lessee for purposes of this lease.

  • Client Agreements Supplier will have a direct contract with, or provide its standard Product or Service terms directly to, Client, which will be enforceable solely between Client and Supplier, for all terms related to Client’s receipt and use of Products and Services (each a “Client Agreement”), other than the payment, risk of loss, and delivery terms that are contracted directly with Accenture.

  • Student Agreement It is important that I work to the best of my ability. Therefore, I shall strive to do the following:

  • Dealer Manager Agreement By Dealer’s acceptance of this Agreement, Dealer will become one of the “Participating Dealers” referred to in the Dealer Manager Agreement and will be entitled and subject to the terms and conditions of the Dealer Manager Agreement, including, but not limited to, Section 8.4 of the Dealer Manager Agreement (or, in the event of a Follow-On Offering, the equivalent section of the applicable Follow-On Dealer Manager Agreement) wherein the Dealers severally agree to indemnify and hold harmless the Company, the Dealer Manager and each of their respective Indemnified Parties. Dealer hereby agrees to solicit, as an independent contractor and not as the agent of the Dealer Manager or of the Company (or their affiliates), persons acceptable to the Company to purchase the Shares pursuant to the subscription agreement in the form attached to the Prospectus and in accordance with the terms of the Prospectus or, in the event of a Follow-On Offering, the prospectus (a “Follow-On Prospectus”) and the subscription agreement applicable to such Follow-On Offering. Dealer hereby agrees to use its best efforts to sell the Shares for cash on the terms and conditions stated in the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus). Nothing in this Agreement shall be deemed or construed to make Dealer an employee, agent, representative or partner of the Dealer Manager, or the Company, and Dealer is not authorized to act for the Dealer Manager or the Company or to make any representations on their behalf except as set forth in the Prospectus (or the applicable Follow-On Prospectus) and such other printed sales literature or other materials furnished to Dealer by the Dealer Manager, provided that the use of such sales literature and other materials has been approved for use in advance by the Company and all appropriate regulatory agencies (“Supplemental Information”).

  • Consulting Agreements Buyer shall have entered into the Consulting Agreements with the Shareholders.

  • Service Agreements Manager shall negotiate and execute on behalf of Owner such agreements which Manager deems necessary or advisable for the furnishing of utilities, services, concessions and supplies, for the maintenance, repair and operation of the Property and such other agreements which may benefit the Property or be incidental to the matters for which Manager is responsible hereunder.

  • Shareholder Agreements As a material inducement to Parent to enter into this Agreement, and simultaneously with, the execution of this Agreement, each Shareholder (as defined herein) is entering into an agreement, in the form of Annex A hereto (collectively, the "Shareholder Agreements"), pursuant to which they have agreed, among other things, to vote their shares of Company Common Stock in favor of this Agreement.

  • Existing Agreements The Executive represents to the Company that he is not subject or a party to any employment or consulting agreement, non-competition covenant or other agreement, covenant or understanding which might prohibit him from executing this Agreement or limit his ability to fulfill his responsibilities hereunder.

  • Property Management Agreement The Property Management Agreement is in full force and effect and, to Borrower's Knowledge, there are no defaults thereunder by any party thereto and no event has occurred that, with the passage of time and/or the giving of notice would constitute a default thereunder.

  • Letter Agreements The Company shall not take any action or omit to take any action which would cause a breach of any of the Letter Agreements executed and will not allow any amendments to, or waivers of, such Letter Agreements without the prior written consent of the Representative.

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