Lending of Available Securities Sample Clauses

Lending of Available Securities. The Client authorizes the Lending Agent to lend, on the Client’s behalf, those securities (“Available Securities”) which are held in accounts maintained under the supervision of the Client’s custodian (the “Custodian”) or any sub-custodian (each a “Custody Account”), other than
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Lending of Available Securities. The Fund hereby authorizes the lending of those securities identified in Schedule 1 hereto ("Available Securities") which are held in accounts maintained with BBH&CO or its subcustodians, or, in the case of third party lending, either the Fund's custodian or subcustodian (each a "Custody Account").
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Lending of Available Securities. Lending Agent shall lend securities that are held in accounts maintained with Lending Agent (each a "Custody Account"). Except as set forth in a written instrument provided from time to time by Adviser, any securities held in a Custody Account for a Participating Fund shall be available for lending pursuant to this Agreement ("Available Securities").
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Lending of Available Securities. The Client authorizes the Lending Agent to lend, on the Client’s behalf, those securities (“Available Securities”) which are held in accounts maintained under the supervision of the Client’s custodian (the “Custodian”) or any sub-custodian (each a “Custody Account”), other than securities which the Client’s investment advisor (the “Advisor”), on behalf of the Client, specifically notifies the Lending Agent are not available for lending. The Client warrants to the Lending Agent that it will give appropriate instructions to the Advisor and the Custodian sufficient to permit the Lending Agent to arrange and settle loan transactions on the Client’s behalf as contemplated by this Agreement.
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Lending of Available Securities. Each Trust authorizes NFS to lend, on the Trust’s behalf, those securities (“Available Securities”) which are held in accounts maintained under the supervision of the Fund’s custodian (the “Custodian”) or any sub-custodian (each a “Custody Account”), that the Trust’s investment advisor (the “Adviser”), on behalf of the Trust, specifically notifies NFS are available for lending. Each Trust or its Adviser will notify NFS in a timely manner of the availability, and of the type and amount, of Available Securities on an ongoing basis as agreed to by Adviser and NFS, but in no event less frequently than daily. The Trust agrees to provide notification to Custodian of NFS’s appointment and the authorization of NFS to act on the Trust’s behalf with regard to the lending of securities as set forth herein. The Trust shall instruct Custodian to cooperate with, and take direction from, NFS for the sole purpose of the administration of such lending activity on the Trust’s behalf, consistent with any agreement between Custodian and Trust regarding custody services and the Trusts’ Procedures for Lending of Securities (“Securities Lending Procedures”) set forth in Exhibit A.
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Lending of Available Securities. The Fund hereby authorizes the lending of those securities identified in Schedule 1 hereto, as the same may be amended by the Fund from time to time and as otherwise limited by notice from the Fund ("Available Securities") which are held in accounts maintained with either the Fund's custodian or subcustodian (each a "Custody Account").
Sample 1
Lending of Available Securities. The Fund hereby authorizes the lending of those securities identified in the Operating Procedures, as the same may be amended by the Fund from time to time and as otherwise limited by notice from the Fund (“Available Securities”) which are held in accounts maintained with either the Fund’s custodian or subcustodian (each a “Custody Account”).
Sample 1
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Lending of Available Securities. The Fund authorizes QA LLC to lend, on the Fund's behalf, those securities ("Available Securities") which are held in accounts maintained under the supervision of the Fund's custodian (the "Custodian") or any sub-custodian (each a "Custody Account"), other than securities which the Fund's investment adviser (the "Adviser"), on behalf of the Fund, specifically notifies QA LLC are not available for lending. The Fund warrants to QA LLC that it will give appropriate instructions to the Adviser and the Custodian sufficient to permit QA LLC to arrange and settle loan transactions on the Fund's behalf as contemplated by this Agreement.
Sample 1
Lending of Available Securities. The Client authorizes the Lending Agent to lend, on the Client's behalf, those securities ("Available Securities") which are held in 1 accounts maintained under the supervision of the Client's custodian (the "Custodian") or any sub-custodian (each a "Custody Account"), other than securities which the Client's investment advisor (the "Advisor"), on behalf of the Client, specifically notifies the Lending Agent are not available for lending. With respect to the Clients identified on Schedule A as Closed-End Funds, except as otherwise agreed by the Client and the Advisor, the Lending Agent shall lend Available Securities only when the "lending spread" with respect to such Available Securities is equal to or greater than 300 basis points, determined at the time such loan is entered into ("Threshold Lending Securities"). For purposes of this Agreement, "lending spread" shall mean the difference between the rebate rate (interest rate) owed to the Approved Borrower and the risk free rate (typically Fed Funds Target). The Client warrants to the Lending Agent that it will give appropriate instructions to the Advisor and the Custodian sufficient to permit the Lending Agent to arrange and settle loan transactions on the Client's behalf as contemplated by this Agreement.
Sample 1

Related to Lending of Available Securities

  • Valid Issuance; Available Shares; Affiliates All of such outstanding shares are duly authorized and have been, or upon issuance will be, validly issued and are fully paid and nonassessable. Schedule 3(r)(iii) sets forth the number of shares of Common Stock that are (A) reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) and (B) that are, as of the date hereof, owned by Persons who are “affiliates” (as defined in Rule 405 of the 1933 Act and calculated based on the assumption that only officers, directors and holders of at least 10% of the Company’s issued and outstanding Common Stock are “affiliates” without conceding that any such Persons are “affiliates” for purposes of federal securities laws) of the Company or any of its Subsidiaries. To the Company’s knowledge, no Person owns 10% or more of the Company’s issued and outstanding shares of Common Stock (calculated based on the assumption that all Convertible Securities (as defined below), whether or not presently exercisable or convertible, have been fully exercised or converted (as the case may be) taking account of any limitations on exercise or conversion (including “blockers”) contained therein without conceding that such identified Person is a 10% stockholder for purposes of federal securities laws).

  • Available Shares The Company will ensure that there are at all times sufficient shares of Common Stock to provide for the issuance, free of any preemptive rights, out its authorized but unissued shares of Common Stock, of the Maximum Amount.

  • Issuances of Additional Partnership Securities (a) The Partnership may issue additional Partnership Securities and options, rights, warrants and appreciation rights relating to the Partnership Securities for any Partnership purpose at any time and from time to time to such Persons for such consideration and on such terms and conditions as the General Partner shall determine, all without the approval of any Limited Partners.

  • Issuance of Convertible Securities If the Company in any manner issues or sells any Convertible Securities, whether or not immediately convertible (other than where the same are issuable upon the exercise of Options) and the price per share for which Common Stock is issuable upon such conversion or exchange is less than the Market Price on the date of issuance, then the maximum total number of shares of Common Stock issuable upon the conversion or exchange of all such Convertible Securities will, as of the date of the issuance of such Convertible Securities, be deemed to be outstanding and to have been issued and sold by the Company for such price per share. For the purposes of the preceding sentence, the "price per share for which Common Stock is issuable upon such conversion or exchange" is determined by dividing (i) the total amount, if any, received or receivable by the Company as consideration for the issuance or sale of all such Convertible Securities, plus the minimum aggregate amount of additional consideration, if any, payable to the Company upon the conversion or exchange thereof at the time such Convertible Securities first become convertible or exchangeable, by (ii) the maximum total number of shares of Common Stock issuable upon the conversion or exchange of all such Convertible Securities. No further adjustment to the Exercise Price will be made upon the actual issuance of such Common Stock upon conversion or exchange of such Convertible Securities.

  • Issuance of Commitment Shares Immediately upon the execution of this Agreement, the Company shall issue to the Investor as consideration for the Investor entering into this Agreement 1,181,102 shares of Common Stock (the "Initial Commitment Shares") and shall deliver to the Transfer Agent a letter in the form as set forth as Exhibit E attached hereto with respect to the issuance of the Initial Commitment Shares. In connection with each purchase of Purchase Shares hereunder, the Company agrees to issue to the Investor a number of shares of Common Stock (the “Additional Commitment Shares” and together with the Initial Commitment Shares, the “Commitment Shares”) equal to the product of (x) 1,181,102 and (y) the Purchase Amount Fraction. The “Purchase Amount Fraction” shall mean a fraction, the numerator of which is the Purchase Amount purchased by the Investor with respect to such purchase of Purchase Shares and the denominator of which is Four Million Nine Hundred Thousand Dollars ($4,900,000). The Additional Commitment Shares shall be equitably adjusted for any reorganization, recapitalization, non-cash dividend, stock split or other similar transaction. The Initial Commitment Shares shall be issued in certificated form and shall bear the Restrictive Legend. The Investor agrees that the Investor shall not pledge, transfer or sell the Commitment Shares until the earlier of (a) 600 Business Days (30 Monthly Periods) from the date hereof or (b) the date on which this Agreement has been terminated, provided, however, that such restrictions shall not apply: (i) in connection with any transfers to or among affiliates (as defined in the Exchange Act), or (ii) if an Event of Default has occurred, or any event which, after notice and/or lapse of time, would become an Event of Default, including any failure by the Company to timely issue Purchase Shares under this Agreement. Notwithstanding the forgoing, the Investor may transfer Commitment Shares to a third party in order to settle a sale made by the Investor where the Investor reasonably expects the Company to deliver additional Purchase Shares to the Investor under this Agreement so long as the Investor maintains ownership of the amount of Commitment Shares received up to that point by "replacing" such Commitment Shares so transferred with new Purchase Shares when the new Purchase Shares are actually issued by the Company to the Investor.

  • Adjustments Affecting Registrable Securities The Company shall not take any action, or permit any change to occur, with respect to its securities which would materially and adversely affect the ability of the holders of Registrable Securities to include such Registrable Securities in a registration undertaken pursuant to this Agreement or which would materially and adversely affect the marketability of such Registrable Securities in any such registration (including, without limitation, effecting a stock split or a combination of shares).

  • Sale and Issuance of Common Stock Subject to the terms ------------------------------------ and conditions of this Agreement, and in reliance upon the representations and warranties and covenants contained herein, the Investor agrees to purchase at the Closing, and the Company agrees to sell and issue to the Investor at the Closing (as defined herein), 1,541,261 shares of the Company's Common Stock, $.001 par value (the "Common Stock") for the aggregate purchase price of $15,412.61.

  • Valid Issuance of Common Stock The Shares, when issued, sold and delivered in accordance with the terms hereof for the consideration expressed herein, will be duly and validly authorized and issued, fully paid and nonassessable and free of restrictions on transfer other than restrictions on transfer under this Agreement and applicable state and federal securities laws.

  • Valid Issuance of Preferred and Common Stock The Shares being purchased by the Investors hereunder, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, will be duly and validly issued, fully paid, and nonassessable, and will be free of restrictions on transfer other than restrictions on transfer under this Agreement and the Ancillary Agreements and under applicable state and federal securities laws. The Conversion Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Restated Certificate, will be duly and validly issued, fully paid, and nonassessable and will be free of restrictions on transfer other than restrictions on transfer under this Agreement and the Ancillary Agreements and under applicable state and federal securities laws.

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