Introducing Broker Matters Sample Clauses

Introducing Broker Matters. (a) The Company is, and at all times since January 1, 2010 has been, duly registered, licensed or qualified as an introducing broker under the Commodity Exchange Act, as amended (the “CEA”), and, except as set forth in Section 3.22 of the Disclosure Schedules, at all times since January 1, 2010 has been in compliance with all applicable Laws requiring any such registration, licensing or qualification.
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Introducing Broker Matters. (a) The Company is, and at all times since January 1, 2010 has been, duly registered, licensed or qualified as an introducing broker under the Commodity Exchange Act, as amended (the “CEA”), and, except as set forth in Section 3.22 of the Disclosure Schedules, at all times since January 1, 2010 has been in compliance with all applicable Laws requiring any such registration, licensing or qualification. (b) Copies of the Form 7-R registration with the CFTC and each Form 8-R for associated persons or principals of the Company on file with the NFA, reflecting all amendments thereto -32- PR01/ 1471369.15 that are in effect as of the date of this Agreement, have been provided or made available to Buyer. All such forms are in compliance with the applicable requirements of the CEA. (c) The Company is a member in good standing of the NFA and each other Governmental Authority with respect to which the conduct of its business requires membership or association. (d) Each of the Company’s officers, employees and agents who is required to be registered, licensed or qualified with any Governmental Authority as a registered principal or associated person is duly and properly registered, licensed or qualified as such and such licenses are in full force and effect, or are in the process of being registered as such within the time periods required by applicable Law. (e) Neither the Company nor any of its managers, officers, employees or associated persons is the subject of any material disciplinary proceedings or Governmental Orders of any Governmental Authority arising under applicable Law which would be required to be disclosed on Form 7-R or Form 8-R that are not so disclosed, and no such disciplinary proceeding or Governmental Order is pending against the Company or, to the Knowledge of Sellers, threatened against the Company or pending or threatened against any of its managers, officers, employees or associated persons. (f) Section 3.22(f) of the Disclosure Schedules contains a list of all written customer complaints complaining of losses or damages in excess of $1,000 which have been made from January 1, 2011 to the date of this Agreement against the Company or its associated persons. Except as set forth in Section 3.22(f) of the Disclosure Schedules, as of the date of this Agreement, no customer complaints are pending or, to the Knowledge of Sellers, threatened against the Company. (g) The Company is in compliance with all applicable regulatory net capital requirement...
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Related to Introducing Broker Matters

  • FREEDOM TO DEAL WITH THIRD PARTIES The Adviser shall be free to render services to others similar to those rendered under this Agreement or of a different nature except as such services may conflict with the services to be rendered or the duties to be assumed hereunder.

  • Affiliates and Third Parties If the Asset Representations Reviewer processes the PII of the Issuer’s Affiliates or a third party when performing a Review, and if such Affiliate or third party is identified to the Asset Representations Reviewer, such Affiliate or third party is an intended third-party beneficiary of this Section 4.10, and this Agreement is intended to benefit the Affiliate or third party. The Affiliate or third party may enforce the PII related terms of this Section 4.10 against the Asset Representations Reviewer as if each were a signatory to this Agreement.

  • Broker/Dealer Relationships Neither the Company nor any of the Subsidiaries (i) is required to register as a “broker” or “dealer” in accordance with the provisions of the Exchange Act or (ii) directly or indirectly through one or more intermediaries, controls or is a “person associated with a member” or “associated person of a member” (within the meaning set forth in the FINRA Manual).

  • Unaffiliated Third Parties Nothing herein shall impose any duty upon the Transfer Agent in connection with or make the Transfer Agent liable for the actions or omissions to act of unaffiliated third parties such as, by way of example and not limitation, airborne services, the U.S. mails and telecommunication companies, provided, if the Transfer Agent selected such company, the Transfer Agent shall have exercised due care in selecting the same.

  • Agreement to Provide Information Intermediary agrees to provide the Fund, upon written request, the taxpayer identification number (“TIN”), the Individual Taxpayer Identification Number (“ITIN”), or other government-issued identifier (“GII”), if known, of any or all Shareholder(s) of the account and the amount, date, name or other identifier of any investment professional(s) associated with the Shareholder(s) or account (if known), and transaction type (purchase, redemption, transfer, or exchange) of every purchase, redemption, transfer, or exchange of Shares held through each account maintained by the Intermediary during the period covered by the request.

  • Regulatory Agreements List any exceptions to the representation and warranty in Section 2.19

  • RELATIONSHIPS WITH RELATED PERSONS No Seller or any Related Person of Sellers or of any Acquired Company has, or since [the first day of the next to last completed fiscal year of the Acquired Companies] has had, any interest in any property (whether real, personal, or mixed and whether tangible or intangible), used in or pertaining to the Acquired Companies' businesses. No Seller or any Related Person of Sellers or of any Acquired Company is, or since [the first day of the next to last completed fiscal year of the Acquired Companies] has owned (of record or as a beneficial owner) an equity interest or any other financial or profit interest in, a Person that has (i) had business dealings or a material financial interest in any transaction with any Acquired Company [other than business dealings or transactions conducted in the Ordinary Course of Business with the Acquired Companies at substantially prevailing market prices and on substantially prevailing market terms], or (ii) engaged in competition with any Acquired Company with respect to any line of the products or services of such Acquired Company (a "Competing Business") in any market presently served by such Acquired Company [except for less than one percent of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the- counter market]. Except as set forth in Part 3.25 of the Disclosure Letter, no Seller or any Related Person of Sellers or of any Acquired Company is a party to any Contract with, or has any claim or right against, any Acquired Company.

  • Acknowledgement Regarding Purchaser’s Trading Activity Anything in this Agreement or elsewhere herein to the contrary notwithstanding (except for Sections 3.2(e) and 4.14 hereof), it is understood and acknowledged by the Company that: (i) none of the Purchasers has been asked by the Company to agree, nor has any Purchaser agreed, to desist from purchasing or selling, long and/or short, securities of the Company, or “derivative” securities based on securities issued by the Company or to hold the Securities for any specified term; (ii) past or future open market or other transactions by any Purchaser, specifically including, without limitation, Short Sales or “derivative” transactions, before or after the closing of this or future private placement transactions, may negatively impact the market price of the Company’s publicly-traded securities; (iii) any Purchaser, and counter-parties in “derivative” transactions to which any such Purchaser is a party, directly or indirectly, presently may have a “short” position in the Common Stock, and (iv) each Purchaser shall not be deemed to have any affiliation with or control over any arm’s length counter-party in any “derivative” transaction. The Company further understands and acknowledges that (y) one or more Purchasers may engage in hedging activities at various times during the period that the Securities are outstanding, including, without limitation, during the periods that the value of the Warrant Shares deliverable with respect to Securities are being determined, and (z) such hedging activities (if any) could reduce the value of the existing stockholders' equity interests in the Company at and after the time that the hedging activities are being conducted. The Company acknowledges that such aforementioned hedging activities do not constitute a breach of any of the Transaction Documents.

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