Powers of Custodian. In the performance of its duties hereunder, Custodian shall have the following powers:
3.1. To register any of the Assets in the name of Customer or in the Custodian’s name or in the name of a nominee of Custodian or in the name of the Custodian’s agent bank or to hold any of the Assets in unregistered form or in such form as will pass title by delivery, provided that such Assets shall at all times be recorded in Customer’s Account hereunder as one of the Assets. In consideration of Custodian’s registration of any securities or other property in the name of Custodian or its nominee or agent, Customer agrees to pay on demand to Custodian or to Custodian’s nominee or agent the amount of any loss or liability for Stockholders’ assessments, or otherwise, claimed or asserted against Custodian or Custodian’s nominee or agent by reason of such registration.
3.2. To make, execute, acknowledge and deliver any and all documents of transfer and conveyance and any or all other instruments that may be necessary or appropriate to carry out the duties described and powers granted herein.
3.3. To maintain qualifying Assets in any registered clearing agency or in a Federal Reserve Bank (collectively a “Depository”), as Custodian may select, and to permit such deposited Assets to be registered in the name of Custodian or Custodian’s agent or nominee on the records of such Federal Reserve Bank or such registered clearing agency or the nominee of either, and to employ and use securities depositories, clearing agencies, clearance systems, sub- Custodians or agents located outside the United States in connection with transactions involving foreign securities.
3.4. To employ agents and to delegate duties to them as it sees fit and to employ or consult with experts, advisors and legal counsel (who may be employed also by Customer) and to rely on information and advice received from such agents, experts, advisors, and legal counsel.
3.5. To perform any and all other ministerial acts deemed by Custodian necessary or appropriate to the proper discharge of its duties hereunder.
3.6. To hold uninvested reasonable amounts of cash whenever it is deemed advisable to do so to facilitate disbursements or for other operational reasons, and to deposit the same, with or without interest, in the commercial or savings departments of the Custodian serving hereunder or of any other bank, trust company or other financial institution including those affiliated with the Custodian, notwithstanding th...
Powers of Custodian. The Custodian shall have the authority, without the necessity of receiving Authorized Instructions, to take the following actions in the administration of the Account:
a. Appoint subcustodians, including affiliates of the Custodian, domestic or foreign, as to part or all of the Account provided that, except as otherwise provided under Section 14 below, the Custodian shall remain responsible for assets of the Account held by any such subcustodians appointed and retained by the Custodian in its sole discretion to the same extent provided under the terms of this Agreement.;
b. Hold Property in nominee name, in bearer form or in book entry form, in a clearinghouse corporation or in a depository, so long as the Custodian’s records clearly indicate that the assets held are a part of the Account;
c. Employ suitable agents and legal counsel, who may be counsel for the Client, and, as a part of its reimbursable expenses under this Agreement, pay their reasonable compensation and expenses. The Custodian shall be entitled to rely on and may act upon advice of counsel on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice;
d. Take all action necessary to pay for, and settle, Authorized Transactions, including exercising the power to borrow or raise monies from the Custodian in its corporate capacity or an affiliate. To secure Expenses (as defined below) and advances made to settle or pay for Authorized Transactions, including payment for securities and disbursements, the Client grants to the Custodian a nrsi priority security interest in the Account, all Property therein, all income, substitutions and proceeds, whether now owned or hereafter acquired (the “Collateral”); provided that the Client does not grant the Custodian a security interest in any securities issued by an affiliate of the Custodian (as defined in Section 23 A of the Federal Reserve Act). The parties intend that as the securities intermediary with respect to the Collateral, the Custodian’s security interest shall automatically be perfected when it attaches. The Custodian shall be entitled to collect from the Account sufficient cash for reimbursement and, if such cash is insufficient, dispose of the assets of the Account to the extent necessary to obtain reimbursement;
e. Make, execute and deliver any and all documents, agreements or other instruments in writing as is necessary or desirable for the accomplishment of any of the powers in this Ag...
Powers of Custodian. The Custodian shall have all the powers vested in a civil court under the Code of Civil Procedure, 1908 (Act V of 1908), when trying a suit, in respect of the following matters, namely: —
(a) discovery and inspection;
(b) enforcing the attendance or witnesses and requiring the deposit of their expenses;
(c) compelling the production of documents;
(d) examining witnesses on oath;
(e) reception of evidence of on affidavits;
(f) issuing commissions for the examination of witnesses; and may summon and examine suo motu any person whose evidence appears to him to be material; and shall be deemed to be a civil court within the meaning of section 480 and section 482 of the Code of Criminal Procedure, 1898 (Act V of 1898).
Powers of Custodian. The Custodian shall have all powers necessary for the performance of its duties, including the ability to delegate the performance of any of its administrative duties. The Custodian shall hold the contributions received by it subject to the terms of the Plan and the purposes herein set forth and the Custodian shall be responsible only for such assets as shall actually be received by it hereunder. The Custodian is by the terms of the Plan subject to directions of the Participant, in writing or in such other form approved by the Custodian, in the investment, distribution, transfer and exchange of assets held in custody in the name of Custodian on behalf of the Participant and his or her Beneficiaries. The Custodian shall not be liable for following such instructions, nor shall the Custodian be liable for its actions or failure to act due to the absence of such instructions. Furthermore, the Custodian may conclusively rely upon and shall be protected in acting upon any written from the Employer, the Participant or their legal representatives or any other notice, request, consent certificate or other instrument or paper believed by it to be genuine and to have been properly executed, and, so long as it acts in good faith, in taking or omitting to take any other action in reliance thereon.
Powers of Custodian. 5.1 Without intending hereby to limit the powers and authority which he would otherwise have by law, the Custodian shall have the following powers and authority which he may exercise in his sole and absolute discretion whenever and as often as he shall deem advisable until the final distribution of the Funds and the Income in accordance with the provisions hereof, without application to or approval by any court and without the consent of the Employers or the Employees:
a) To be seized of, realize, receive and recover the whole of the Funds and, subject to the provisions of subparagraph (b) hereof, to sell, lease, alienate, exchange or otherwise dispose of or deal with, the whole or any part or parts of the Funds, in such manner and at such prices or in exchange for such property, moveable or immoveable, and upon such terms and conditions as the Custodian shall, in his sole and, absolute discretion, see fit and proper;
b) To invest, reinvest and exchange the Funds and/or any part or parts thereof in property and investments of the following types:
(i) investments of the kind described in article 981(0) of the Quebec Civil Code; and/or
(ii) shares or other securities of a Specified Corporation. The Custodian shall not be held responsible for any loss that may result from any such investment made by him in good faith.
c) To borrow money from time to time, with or without interest, from any person, for the purposes of this Plan, and should the Custodian deem it necessary or advisable, without security or upon hypothecary or any other security on any of the Funds, whether moveable or immoveable, real or personal; to receive the money so borrowed and to deal with such monies as property forming part of the Funds and to repay the capital of the monies so borrowed, with interest thereon, as applicable, out of the Funds, at such time and on such terms as may be contained in any deed or agreement of loan;
d) To make such expenditures as the Custodian shall deem appropriate, in his sole and absolute discretion, in connection with the repair, improvement, building or re-building of any property, moveable or immoveable, real or personal, forming part of the Funds and to charge to the Funds such expenditures as the Custodian alone shall consider just and proper;
e) To compromise, settle, discharge, waive or renounce any claim or claims at any time due to or by the Custodian hereunder, for such consideration or without consideration and upon such terms and conditions as ...
Powers of Custodian
