Premium Finance Agreements Sample Clauses

Premium Finance Agreements. The forms of Premium Finance Agreement furnished to Lender by LIFCO, copies of which are attached hereto as Exhibits K-1, K-2 and K-3, are forms which are currently outstanding and/or which are currently being used to evidence the financing of all current, new and renewal insurance premiums produced by USCasualty in Louisiana and USDirect in Illinois and Alabama. Exhibit K1 is the form currently being used by LIFCO on behalf of USCasualty in Louisiana, Exhibit K2 is the form currently being used by LIFCO on behalf of USDirect in Illinois, and Exhibit K3 is the form currently being used by LIFCO on behalf of USDirect in Alabama. No subsidiary of Borrower (including any Premium Finance Co.) provides premium financing to policyholders of any Regulated Insurance Subsidiary other than pursuant to a Premium Finance Agreement in the form of Exxxxxx X0, X0 or K3. No Regulated Insurance Subsidiary has any Installment Agreements outstanding as of the Closing Date. Borrower shall notify Lender in writing of any changes to the forms of Premium Finance Agreements being used by Borrower or any of its Subsidiaries on behalf of its Regulated Insurance Subsidiaries to the extent of any material changes to the forms.
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Premium Finance Agreements. Unless otherwise disclosed to Lender in writing, with respect to each Premium Finance Agreement reflected in the computations included in any Borrowing Base Certificate: (a) such Premium Finance Agreement meets the criteria enumerated in the definition ofEligible Premium Finance Agreement,” (b) such Premium Finance Agreement is maintained in electronic format and is available to Borrower and Lender by computer, (c) such Premium Finance Agreement represents bona fide existing obligations created by the lending of money by Borrower to an Obligor in the ordinary course of Borrower’s business and is unconditionally owed to Borrower without any defenses asserted or threatened in writing, disputes, offsets or counterclaims or rights of cancellation, (d) such Premium Finance Agreement has been documented on Approved Forms in accordance with the Required Procedures and Applicable Law, (e) Borrower has a valid and enforceable first priority Lien in all unearned insurance premiums and dividends with respect to such Premium Finance Agreement, which Lien is assignable to and enforceable by Borrower pursuant to this Agreement, (f) all premiums in respect of the insurance contract identified in such Premium Finance Agreement have been paid and the Insurer thereon is irrevocably obligated to refund or rebate any unearned premiums from time to time payable thereon directly to or for the account of Borrower, (g) Borrower has not received notice of actual or imminent bankruptcy, insolvency, or material impairment of the financial condition of the Obligor thereon, or the related Insurer, or actual or threatened litigation regarding the validity or enforceability thereof, (h) all taxes, fees and other charges (including documentary taxes and stamp fees) due and payable to any Governmental Authority with respect to the execution, delivery and assignment of such Premium Finance Agreement have been paid in full, except where the failure to make any such payment could not reasonably be expected to result in, individually or in the aggregate, a Material Adverse Change, and (i) Borrower is the sole legal and beneficial owner thereof and no participation interest or other ownership interest (legal, beneficial or otherwise) has been sold to any Person or is otherwise outstanding with respect thereto.
Premium Finance Agreements. The form of Premium Finance Agreement furnished to the Bank by Borrower, copies of such Premium Finance Agreements are attached hereto as Exhibit "D") is the form which is currently being used to evidence the Borrower's financing of current, new, and renewal insurance premiums. Where required, the form, new or revised, has been filed with and approved by the appropriate regulatory authorities and each Premium Finance Agreement complies with the laws and regulations applicable thereto in the particular state of the Policyholder, including, but not limited to laws concerning the finance of insurance premiums. Each Premium Finance Agreement of a Policyholder, the outstanding amounts of which are included in the Borrowing Base, conform to the requirements of Acceptable Receivables.

Related to Premium Finance Agreements

  • Reinsurance Agreements Promptly, notice of any material change or modification to any Reinsurance Agreements or Surplus Relief Reinsurance Agreements whether entered into before or after the Closing Date including Reinsurance Agreements, if any, which were in a runoff mode on the Closing Date, which change or modification could have a Material Adverse Effect;

  • Acquisition Agreements If the Equipment is subject to any Acquisition Agreement, Lessee, as part of this lease, transfers and assigns to Lessor all of its rights, but none of its obligations (except for Lessee's obligation to pay for the Equipment conditioned upon Lessee's acceptance in accordance with Paragraph 6), in and to the Acquisition Agreement, including but not limited to the right to take title to the Equipment. Lessee shall indemnify and hold Lessor harmless in accordance with Paragraph 19 from any liability resulting from any Acquisition Agreement as well as liabilities resulting from any Acquisition Agreement Lessor is required to enter into on behalf of Lessee or with Lessee for purposes of this lease.

  • Whole Agreement No agreements, representations or understandings (whether oral or written and whether express or implied) which are not expressly set forth in this Agreement have been made or entered into by either party with respect to the subject matter hereof.

  • Reimbursement Agreement The Sponsor entered into an Expense Reimbursement Agreement (“Reimbursement Agreement”) substantially in the form annexed as an exhibit to the Registration Statement pursuant to which the Sponsor has committed to fund the Company up to $1,750,000 for the Company’s expenses relating to investigating and selecting a target business and other working capital requirements prior to an initial Business Combination.

  • Parties to Lock-Up Agreements The Company has furnished to the Underwriters a letter agreement in the form attached hereto as Exhibit A (the “Lock-up Agreement”) from each of the persons listed on Exhibit B. Such Exhibit B lists under an appropriate caption the directors and executive officers of the Company. If any additional persons shall become directors or executive officers of the Company prior to the end of the Company Lock-up Period (as defined below), the Company shall cause each such person, prior to or contemporaneously with their appointment or election as a director or executive officer of the Company, to execute and deliver to the Representatives a Lock-up Agreement.

  • Loan Agreements Notwithstanding any term hereof (or any term of the UCC that might otherwise be construed to be applicable to a “securities intermediary” as defined in the UCC) to the contrary, none of the Collateral Agent, the Collateral Custodian nor any securities intermediary shall be under any duty or obligation in connection with the acquisition by the Borrower, or the grant by the Borrower to the Collateral Agent, of any Loan Asset in the nature of a loan or a participation in a loan to examine or evaluate the sufficiency of the documents or instruments delivered to it by or on behalf of the Borrower under the related Loan Agreements, or otherwise to examine the Loan Agreements, in order to determine or compel compliance with any applicable requirements of or restrictions on transfer (including without limitation any necessary consents). The Collateral Custodian shall hold any Instrument delivered to it evidencing any Loan Asset granted to the Collateral Agent hereunder as custodial agent for the Collateral Agent in accordance with the terms of this Agreement.

  • Existing Agreements The Executive represents to the Company that he is not subject or a party to any employment or consulting agreement, non-competition covenant or other agreement, covenant or understanding which might prohibit him from executing this Agreement or limit his ability to fulfill his responsibilities hereunder.

  • Modification Agreements The Servicer or the related Subservicer, as the case may be, shall be entitled to (A) execute assumption agreements, substitution agreements, and instruments of satisfaction or cancellation or of partial or full release or discharge, or any other document contemplated by this Servicing Agreement and other comparable instruments with respect to the Mortgage Loans and with respect to the Mortgaged Properties subject to the Mortgages (and the Company shall promptly execute any such documents on request of the Servicer) and (B) approve the granting of an easement thereon in favor of another Person, any alteration or demolition of the related Mortgaged Property or other similar matters, if it has determined, exercising its good faith business judgment in the same manner as it would if it were the owner of the related Mortgage Loan, that the security for, and the timely and full collectability of, such Mortgage Loan would not be adversely affected thereby. A partial release pursuant to this Section 3.05 shall be permitted only if the Combined Loan-to-Value Ratio for such Mortgage Loan after such partial release does not exceed the Combined Loan-to-Value Ratio for such Mortgage Loan as of the Cut-Off Date. Any fee collected by the Servicer or the related Subservicer for processing such request will be retained by the Servicer or such Subservicer as additional servicing compensation.

  • Intercompany Agreements The Company may require any Affiliate to enter into such other agreement or agreements as it shall deem necessary to obligate such Affiliate to reimburse the Company for any other amounts paid by the Company hereunder, directly or indirectly, in respect of such Affiliate's employees.

  • Insurance Agreement The Trustee is authorized and directed to execute and deliver the Insurance Agreement and to perform the obligations of the Trustee thereunder.

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