Location of Seller, Records; Instruments Sample Clauses

Location of Seller, Records; Instruments. The Seller (x) shall not move outside the Commonwealth of Pennsylvania, the location of its chief executive office, without 30 days' prior written notice to the Deal Agent and (y) shall not move, or consent to the Collateral Custodian or Servicer moving, the Contract Files from the possession of the Collateral Custodian thereof on the Closing Date, without 30 days' prior written notice to the Deal Agent and (z) will promptly take all actions required of each relevant jurisdiction in order to continue the first priority perfected security interest of the Deal Agent as agent for the Purchasers in all Assets in the Asset Pool. The Seller will give the Deal Agent prompt notice of a change within the Commonwealth of Pennsylvania of the location of its chief executive office.
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Location of Seller, Records; Instruments. The Seller (x) shall not change its name or jurisdiction of incorporation, without 10 days’ prior written notice to the Buyer and the Administrative Agent and (y) will promptly take all actions required (including, but not limited to, all filings and other acts necessary or advisable under the UCC or other applicable law) of each relevant jurisdiction in order to continue, in accordance with Section 4.1(k), the ownership and security interest of the Buyer in all Loans transferred hereunder.
Location of Seller, Records; Instruments. The Seller (x) shall not move the location of its principal executive office, without 30 days' prior written notice to the Deal Agent and (y) shall not move, or consent to the Servicer or Collateral Custodian moving, the Loan Documents without 30 days' prior written notice to the Deal Agent and (z) will promptly take all actions required of each relevant jurisdiction in order to continue the first priority perfected security interest of the Deal Agent as agent for the Secured Parties (except for Permitted Liens) in all Assets in the Asset Pool, including delivery of an opinion of counsel acceptable to the Deal Agent.
Location of Seller, Records; Instruments. The Seller (x) shall not move outside the Commonwealth of Pennsylvania, the location of its chief executive office, without 30 days' prior written notice to the Buyer and the Deal Agent and (y) shall not move the location of the Contract Files from the locations thereof on the Closing Date, without 30 days' prior written notice to the Buyer and the Deal Agent and (z) will promptly take all actions required (including, but not limited to, all filings and other acts necessary or advisable under the UCC, if applicable, of each relevant jurisdiction in order to continue the first priority perfected security interest of the Buyer in all Contracts transferred hereunder. The Seller will give the Buyer and the Deal Agent prompt notice of a change within the Commonwealth of Pennsylvania of the location of its chief executive office.
Location of Seller, Records; Instruments. The Seller (x) shall not move outside the State of Maryland, the location of its chief executive office, without 30 days' prior written notice to the Buyer and the Deal Agent and (y) shall not move the location of the Loan Files from the locations thereof on the Closing Date, without 30 days' prior written notice to the Buyer and the Deal Agent and (z) will promptly take all actions required (including, but not limited to, all filings and other acts necessary or advisable under the UCC or other applicable law, of each relevant jurisdiction in order to continue, in accordance with Section 4.1(g), the ownership and security interest of the Buyer in all Loans transferred hereunder. The Seller will give the Buyer and the Deal Agent prompt notice of a change within the State of Maryland of the location of its chief executive office.
Location of Seller, Records; Instruments. Such Seller (x) shall not move the location of its chief executive office, without 30 days' prior written notice to the Buyer and the Administrator and (y) shall not move the location of the Contract Files from the locations thereof on the Closing Date, without 30 days' prior written notice to the Buyer and the Administrator and (z) will promptly take all actions required (including, but not limited to, all filings and other acts necessary or advisable under the UCC, if applicable, of each relevant jurisdiction in order to continue the first priority perfected security interest of the Buyer in all Contracts transferred hereunder.
Location of Seller, Records; Instruments. The Seller (x) shall ---------------------------------------- not move outside the State of Massachusetts, the location of its chief executive office, without 45 days' prior written notice to the Deal Agent and (y) shall not move, or consent to the Collateral Custodian or Servicer moving, the Contract Files from the possession of the Collateral Custodian thereof on the Closing Date, without 45 days' prior written notice to the Deal Agent and (z) will promptly take all actions required of each relevant jurisdiction in order to continue the first priority perfected security interest of the Deal Agent as agent for the Purchasers in all Assets in the Asset Pool. The Seller will give the Deal Agent prompt notice of a change within the State of Massachusetts of the location of its chief executive office.
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Location of Seller, Records; Instruments. The Seller (x) shall not move outside the State of California, the location of its chief executive office, without 45 days' prior written notice to the Issuer Trustee and the Collateral Agent and (y) shall not move or permit the Servicer to move the location of the Contract Files from the location(s) thereof on the First Closing Date, without 45 days' prior written notice to the Issuer Trustee and the Collateral Agent and (z) will promptly take all actions required (including, but not limited to, all filings and other acts necessary or advisable under the UCC and the Personal Property Security Act (Ontario), if applicable, of each relevant jurisdiction in order to continue the first priority perfected security interest of the Collateral Agent in all Contracts in the Contract Pool. The Seller will give the Issuer Trustee and the Collateral Agent prompt notice of a change within the State of California of the location of its chief executive office.

Related to Location of Seller, Records; Instruments

  • Documents, Records and Funds in Possession of the Master Servicer To Be Held for Trustee.

  • Disposition of Books, Records and Canceled Certificates DST may send periodically to the Fund, or to where designated by the Fund, all books, documents, and all records no longer deemed needed for current purposes, upon the understanding that such books, documents, and records will be maintained by the Fund under and in accordance with the requirements of applicable federal securities laws. Such materials will not be destroyed by the Fund without the consent of DST (which consent will not be unreasonably withheld), but will be safely stored for possible future reference.

  • Records and Schedules of Equipment Each Borrower shall keep accurate and complete records of its Equipment, including kind, quality, quantity, cost, acquisitions and dispositions thereof, and shall submit to Agent, on such periodic basis as Agent may request, a current schedule thereof, in form satisfactory to Agent. Promptly upon request, Borrowers shall deliver to Agent evidence of their ownership or interests in any Equipment.

  • Quality control records and Documents The Contractor shall hand over a copy of all its quality control records and documents to the Authority’s Engineer before the Completion Certificate is issued pursuant to Clause 12.2. The Contractor shall submit Road Signage Plans to the Authority Engineer for approval at least 6 (six) months prior to expected completion of Project Highway.

  • Audit and Inspection of Plants, Places of Business and Records (a) The State and its agents, including, but not limited to, the Connecticut Auditors of Public Accounts, Attorney General and State’s Attorney and their respective agents, may, at reasonable hours, inspect and examine all of the parts of the Contractor’s and Contractor Parties’ plants and places of business which, in any way, are related to, or involved in, the performance of this Contract. (b) The Contractor shall maintain, and shall require each of the Contractor Parties to maintain, accurate and complete Records. The Contractor shall make all of its and the Contractor Parties’ Records available at all reasonable hours for audit and inspection by the State and its agents. (c) The State shall make all requests for any audit or inspection in writing and shall provide the Contractor with at least twenty-four (24) hours’ notice prior to the requested audit and inspection date. If the State suspects fraud or other abuse, or in the event of an emergency, the State is not obligated to provide any prior notice. (d) The Contractor will pay for all costs and expenses of any audit or inspection which reveals information that, in the sole determination of the State, is sufficient to constitute a breach by the Contractor under this Contract. The Contractor will remit full payment to the State for such audit or inspection no later than 30 days after receiving an invoice from the State. If the State does not receive payment within such time, the State may setoff the amount from any moneys which the State would otherwise be obligated to pay the Contractor in accordance with this Contract's Setoff provision. (e) The Contractor shall keep and preserve or cause to be kept and preserved all of its and Contractor Parties’ Records until three (3) years after the latter of (i) final payment under this Contract, or (ii) the expiration or earlier termination of this Contract, as the same may be modified for any reason. The State may request an audit or inspection at any time during this period. If any Claim or audit is started before the expiration of this period, the Contractor shall retain or cause to be retained all Records until all Claims or audit findings have been resolved. (f) The Contractor shall cooperate fully with the State and its agents in connection with an audit or inspection. Following any audit or inspection, the State may conduct and the Contractor shall cooperate with an exit conference. (g) The Contractor shall incorporate this entire Section verbatim into any contract or other agreement that it enters into with any Contractor Party.

  • Audits and Records 7.5.1 The Contractor agrees that the representatives of the Office of the City Auditor or other authorized representatives of the City shall have access to, and the right to audit, examine, or reproduce, any and all records of the Contractor related to the performance under this Contract. The Contractor shall retain all such records for a period of three (3) years after final payment on this Contract or until all audit and litigation matters that the City has brought to the attention of the Contractor are resolved, whichever is longer. The Contractor agrees to refund to the City any overpayments disclosed by any such audit.

  • Files and Records Within thirty (30) business days following the Closing Date, Seller shall deliver to Purchaser at Purchaser’s expense the Records, to the extent not previously delivered. For a period of seven (7) years after the Closing Date, Purchaser shall maintain the Records, and Seller shall have access thereto during normal business hours upon advance written notice to Purchaser to audit the same in connection with federal, state or local regulatory or tax matters, resolution of existing disputes or contract compliance matters affecting Seller.

  • Shared-Loss Asset Records and Reports The Assuming Institution shall establish and maintain such records as may be appropriate to account for the Single Family Shared-Loss Loans in such form and detail as the Receiver may reasonably require, and to enable the Assuming Institution to prepare and deliver to the Receiver such reports as the Receiver may from time to time request regarding the Single Family Shared-Loss Loans and the Monthly Certificates required by Section 2.1 of this Single Family Shared-Loss Agreement.

  • Maintaining Records; Access to Properties and Inspections Maintain financial records in accordance with GAAP and, upon reasonable notice, permit any representatives designated by the Administrative Agent or any Lender to visit and inspect the financial records and the properties of the Borrower or any Significant Subsidiary during normal business hours and to discuss the affairs, finances and condition of the Borrower or any Significant Subsidiary with the officers thereof and independent accountants therefor.

  • PUBLIC RECORDS COMPLIANCE (APPLICABLE FOR SERVICE CONTRACTS Orange County is a public agency subject to Chapter 119, Florida Statutes. The Contractor agrees to comply with Florida’s Public Records Law. Specifically, the Contractor shall: 1. Keep and maintain public records required by Orange County to perform the service. 2. Upon request from Orange County’s custodian of public records, provide Orange County with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from the public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to Orange County. 4. Upon completion of the contract, Contractor agrees to transfer at no cost to Orange County all public records in possession of the Contractor or keep and maintain public records required by Orange County to perform the service. If the Contractor transfers all public record to Orange County upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to Orange County, upon request from Orange County’s custodian of public records, in a format that is compatible with the information technology systems of Orange County. 5. A Contractor who fails to provide the public records to Orange County within a reasonable time may be subject to penalties under section 119.10, Florida Statutes. 6. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT : Procurement Public Records Liaison

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