NOMINEE ARRANGEMENTS Sample Clauses

The Nominee Arrangements clause establishes the terms under which a party may hold assets, shares, or interests on behalf of another party, known as the beneficial owner. In practice, this clause outlines the responsibilities and limitations of the nominee, such as acting only on the instructions of the beneficial owner and not exercising rights for personal benefit. Its core function is to provide a clear legal framework for nominee relationships, ensuring transparency and protecting the interests of the true owner while minimizing the risk of unauthorized actions by the nominee.
NOMINEE ARRANGEMENTS. 17.1 Subject to Clauses 11.1 and 11.2 above and applicable Regulatory Rules, SHKCOM shall be entitled (and is hereby authorised), at any time and from time to time, to deposit or transfer any property (including, without limitation, any F/O Contract) of Client (“Property” for the purposes of this Clause 17 only) with or to or interchangeably between any banker(s), institution(s), custodian(s), clearing house(s), intermediary(ies) and/or other person(s) (whether any such banker, institution, custodian, clearing house intermediary or other person is in Hong Kong or elsewhere) and/or register or re-register any Property in the name of SHKCOM, any member of the Group or any nominee appointed or agreed by SHKCOM (whether such nominee is a person in Hong Kong or elsewhere) and/or cancel any such registration. 17.2 If any Property is registered in the name of a nominee for Client (“Nominee”), whether or not such Nominee is a member of the Group, Client agrees as follows: 17.2.1 that the Nominee shall have no liability (in negligence or otherwise howsoever) for failure to forward to Client any notice, information or other communication in respect of such Property; 17.2.2 that the Nominee shall have full liberty to exercise or refrain from exercising any rights or to satisfy or refrain from satisfying any liabilities arising from or in connection with the holding of such Property without the need to consult or notify Client beforehand and without being in any way liable therefor and Client shall indemnify the Nominee for all losses, costs, claims, liabilities and expenses incurred by the Nominee and arising directly or indirectly from any action taken or not taken by the Nominee in good faith; 17.2.3 to pay such fees, expenses and charges as the Nominee may from time to time prescribe in consideration of the nominee services, such fees, expenses and charges to be deducted as SHKCOM sees fit from any monies standing to Client’s credit in any account with SHKCOM and/or any member of the Group and until payment the Property held by the Nominee is subject to a lien in favour of the Nominee for the amount(s) concerned and such lien shall be in addition and without prejudice to other rights of the Nominee; and 17.2.4 that the Nominee may act on the instructions of any one Authorised Person or Authorised Third Party.
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NOMINEE ARRANGEMENTS. 10.1 If you request GAM to provide nominee services to you then the acceptance of these terms and conditions and the terms of clause 8 in particular shall constitute the formation of a contract between you and us and also between you and ▇▇▇▇▇▇.
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NOMINEE ARRANGEMENTS. 18.1 If any of Client’s securities are registered in the name of a nominee for Client (“Nominee”), whether or not such Nominee is a member of the Group, Client agrees asfollows: 18.1.1 the Nominee shall have no liability (in negligence or otherwise howsoever) for failure to forward to Client any notice, information or other communication in respect of any suchsecurities; 18.1.2 the Nominee shall have full liberty to exercise or refrain from exercising any rights or to satisfy or refrain from satisfying any liabilities arising from or in connection with the holding of any such securities without the need to consult or notify Client beforehand without being in any way liable therefor and Client shall indemnify the Nominee for any loss, cost, claim, liability and expense incurred by the Nominee and arising directly or indirectly from any action taken or not taken by the Nominee in good faith; 18.1.3 to pay such fees, expenses and charges as the Nominee may from time to time prescribe in consideration of the nominee Electronic Trading Services, such fees, expenses and charges to be deducted as Golden Eagle Brokerage sees fit from any monies standing to Client’s credit in any account with Golden Eagle Brokerage and/or any member of the Group and until payment the securities held by the Nominee are subject to a lien in favour of the Nominee for the amount(s) concerned; 18.1.4 the Nominee may act on the instructions of any one Authorized Person or Authorized Third Party; and 18.1.5 the Nominee is not bound to return to Client securities bearing identical serial numbers as any transferred to the Nominee.
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NOMINEE ARRANGEMENTS. The Beneficial Owners are parties to this Agreement in their capacity as beneficial holders of the Sale Shares set out beside the names of their respective Nominee Shareholders in columns (B), (C), (D), (E), (F) and/or (G) of the table in Part A of Schedule 1, and, by signing below, hereby direct and instruct their respective Nominee Shareholders to transfer the entire interest in the relevant Sale Shares to the Buyer. This Agreement has been entered into on the date stated at the beginning of it. SCHEDULE 1 (A) Name and address of Seller (B) Ordinary Shares (C) Series A Shares (D) Series B Shares (E) Series C Shares (F) G1 Shares (G) G2 Shares (H) Number and class of Consideration Shares to be issued by the Buyer (A) Name and address of Seller (B) Ordinary Shares (C) Series A Shares (D) Series B Shares (E) Series C Shares (F) G1 Shares (G) G2 Shares (H) Number and class of Consideration Shares to be issued by the Buyer
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NOMINEE ARRANGEMENTS. (i) Prior to the Effective Time, Corporation shall enter into the Nominee Agreement, on terms acceptable to Yamana, acting reasonably, with Canadian Malartic GP pursuant to which Corporation shall agree to hold title to the Canadian Malartic Property as agent and nominee of Canadian Malartic GP, such agreement to become effective as of the Effective Time; (ii) Prior to the Effective Time, Corporation shall, have incorporated a wholly-owned subsidiary pursuant to the CBCA (“Canadian Malartic Nominee”) and shall, after the Effective Time and as and when directed by Canadian Malartic GP, transfer title of Canadian Malartic Property to Canadian Malartic Nominee such that Canadian Malartic Nominee succeeds Corporation as agent and nominee with respect to the title to Canadian Malartic Property (such transfer to Canadian Malartic Nominee to be registered on title to the Canadian Malartic Property); and. (iii) Corporation shall, not later than two (2) days after Canadian Malartic Nominee succeeds Corporation as agent and nominee of Canadian Malartic GP with respect to title to the Canadian Malartic Property, transfer 50% of the shares of Canadian Malartic Nominee to Canadian Malartic Purchaser for cash consideration of $10.
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NOMINEE ARRANGEMENTS. Where a distributor and/or a nominee service provider is used by an investor to invest in the Notes, such investor will only receive payments and/or deliveries of Reference Assets on the basis of arrangements entered into by the investors with the distributor or nominee service provider as the case may be. Such investors must look exclusively to the distributor or nominee service provider for all payments and/or deliveries attributable to the Notes. None of the Issuer, Guarantor, Manager, Determination Agent or any other person will be responsible for the acts or omissions of the distributor or nominee service provider, nor make any representation or warranty, express or implied, as to the services provided by the distributor or nominee service provider. A wide range of Certificates may be issued under the Programme. A number of these Certificates may have features which contain particular risks for potential investors. Set out below is a description of the most common such features. Potential investors should also have regard to "Risks related to the structure of a particular issue of Certificates or Warrants" for additional risks which are relevant to Certificates The Certificates involve a high degree of risk, which may include, among others, interest rate, foreign exchange, time value and political risks. Prospective purchasers of Certificates should recognise that their Certificates may have no value on redemption. Purchasers should be prepared to sustain a total loss of the purchase price of their Certificates. This risk reflects the nature of a Certificate as an asset which, other factors held constant, tends to decline in value over time and which may become worthless on redemption. See "Certain Factors Affecting the Value and Trading Price of Certificates" below. Prospective purchasers of Certificates should be experienced with respect to options and option transactions, should understand the risks of transactions involving the relevant Certificates and should reach an investment decision only after careful consideration, with their advisers, of the suitability of such Certificates in light of their particular financial circumstances, the information set forth herein and the information regarding the relevant Certificates and the particular reference index (or basket of indices), share (or basket of shares), debt instrument (or basket of debt instruments), currency (or basket of currencies), commodity (or basket of commodities), fund (or basket of...
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Related to NOMINEE ARRANGEMENTS

  • Escrow Arrangements (a) The Parties agree that an aggregate amount equal to ten percent (10%) of the Aggregate Purchase Price, as apportioned among the Selling Shareholders as set out in Column 5 of Schedule II (including Appendix A thereto) (the “Tax Escrow Amount”), shall be deducted from the Aggregate Purchase Price payable at Closing and deposited in an escrow account (the “Tax Escrow Account”) at the Closing pursuant to an escrow agreement (the “Escrow Agreement”) to be entered into among JPMorgan Chase Bank, N.A. (the “Escrow Agent”), Purchaser and the Shareholders Representative. Purchaser and the Shareholders Representative shall enter into the Escrow Agreement with the Escrow Agent as promptly as practicable following the date hereof. Any administrative fees and expenses of the Escrow Agent (“Tax Escrow Fees”) will be paid using funds distributed from the Tax Escrow Account (for the avoidance of doubt, each Selling Shareholders’ obligation to the Tax Escrow Fees shall be several but not joint). The Tax Escrow Fees will be allocated among each of the Selling Shareholders in accordance with its Seller Pro Rata Share thereof. After a Selling Shareholder (or Purchaser, on behalf of such Selling Shareholder) has filed the Tax Returns in accordance with Section 7.08, the relevant Tax Escrow Amount allocated to such Selling Shareholder (net of such Selling Shareholder’s allocated portion of the Tax Escrow Fees) shall be (and Purchaser shall deliver written instructions to instruct the Escrow Agent to cause the relevant Tax Escrow Amount to be): (i) released and paid to the Relevant PRC Tax Authority to settle any Selling Tax of such Selling Shareholder directly from the Tax Escrow Account pursuant to written instruction by Purchaser to the Escrow Agent, subject to the prior written consent of such Selling Shareholder or the Shareholders Representative, within five (5) Business Days after Purchaser has received an explanation letter prepared by the Qualified Tax Advisor together the account details of the tax collection account of such Relevant PRC Tax Authority, with any balance remaining out of such relevant portion of the Tax Escrow Amount to be concurrently released and distributed to such Selling Shareholder within ten (10) Business Days thereafter, (ii) released and distributed to such Selling Shareholder within ten (10) Business Days after Purchaser has received the tax payment receipt (“税收缴款书” in Chinese) or such other adequate evidence to its reasonable satisfaction that such Selling Shareholder has fully paid the relevant Selling Tax, or (iii) released and distributed to such Selling Shareholder within ten (10) Business Days after Purchaser has received adequate evidence to its reasonable satisfaction that no such Taxes are required to be paid by such Selling Shareholder in connection with the Transactions. (b) The Parties further agree that an aggregate amount equal to nine percent (9%) of the Aggregate Purchase Price, as apportioned among each Selling Shareholder as set out in Column 6 of Schedule II (including Appendix A thereto) (the “Audit and Indemnity Escrow Amount”), shall be deducted from the Aggregate Purchase Price payable at Closing and deposited in an escrow account (the “Audit and Indemnity Escrow Account”) at the Closing pursuant to the Escrow Agreement. Any administrative fees and expenses of the Escrow Agent (“Audit and Indemnity Escrow Fees”) will be paid using funds distributed from the Audit and Indemnity Escrow Account (for the avoidance of doubt, each Selling Shareholders’ obligation to the Audit and Indemnity Escrow Fees shall be several but not joint). The Audit and Indemnity Escrow Fees will be allocated among each of the Selling Shareholders in accordance with its Seller Pro Rata Share thereof. The Escrow Agent shall make disbursements from the Audit and Indemnity Escrow Account pursuant to written instruction by Purchaser to the Escrow Agent in accordance with Section 2.05 and Section 9.04.

  • Custody Arrangements The Trust or the Adviser shall notify the Subadviser of the identities of its custodian banks and the custody arrangements therewith with respect to the Subadviser Assets and shall give the Subadviser written notice of any changes in such custodian banks or custody arrangements. The Subadviser shall on each business day provide the Adviser and the Trust’s custodian such information as the Adviser and the Trust’s custodian may reasonably request in good faith relating to all transactions concerning the Subadviser Assets. The Trust shall instruct its custodian banks to (A) carry out all investment instructions as may be directed by the Subadviser with respect to the Subadviser Assets (which instructions may be orally given if confirmed in writing); and (B) provide the Subadviser with all operational information necessary for the Subadviser to trade the Subadviser Assets on behalf of the Fund. The Subadviser shall have no liability for the acts or omissions of the authorized custodian(s), unless such act or omission is required by and taken in reliance upon instructions given to the authorized custodian(s) by a representative of the Subadviser properly authorized (pursuant to written instruction by the Adviser) to give such instructions.

  • GOVERNANCE ARRANGEMENTS Enforceability of the Agreement

  • Business Arrangements Except as disclosed in the Registration Statement, the Time of Sale Disclosure Package and the Prospectus, neither the Company nor any of its subsidiaries has granted rights to develop, manufacture, produce, assemble, distribute, license, market or sell its products to any other person and is not bound by any agreement that affects the exclusive right of the Company or such subsidiary to develop, manufacture, produce, assemble, distribute, license, market or sell its products.

  • Special Arrangements Fees for activities of a non-recurring nature such as reorganizations, and/or preparation of special reports will be subject to negotiation.