Producers, Purchasers, Assignees and Transferees Sample Clauses

Producers, Purchasers, Assignees and Transferees. 1. Each Producer and each purchaser, assignee and transferee of a commercial produced under this Contract shall maintain adequate records showing each commercial delivered to it, the date of delivery, the name of the advertiser, the names of the principal performers appearing therein, payments made, date of first use and kind of use. In case of grievances or disputes arising under this Contract, such Producer and such purchaser, assignee or transferee will make available to the Union on reasonable notice all such records. 2. Each Producer, purchaser, assignee or transferee of a commercial produced hereunder shall accompany each check given to a principal performer in payment for use with a check voucher or statement in the standard form attached hereto as EXHIBIT C containing the following: (a) Separate identification of each commercial by name of advertiser, product, date of original session and production or code number; (b) The type of use: If spot use, the dates of cycle and number of units used. If program use, the class of use, dates of cycle or dates of individual uses if usage is Class A. If cable use, the dates of cycle and number of units used. If Internet and/or New Media use, the dates of the term of use. If holding fee, voucher shall so state; (c) Compensation for the use of each commercial shall be separately set forth; (d) The expiration date of the maximum period of use of a commercial; (e) The first check voucher shall also state the date of commencement of the first fixed cycle; (f) Producer shall place original commercial identification on first payment for each new commercial or permitted edited version which contains footage from the “original” commercial; (g) Unemployment insurance information, including employer of record, employer’s address, state in which unemployment insurance is filed and state identification number. 3. A report for each commercial produced hereunder, in the form of EXHIBIT B, shall be furnished to the Pension and Health Plans Office of the Screen Actors Guild-Producers Pension and Health Plans for Motion Picture Actors and to the Union in the form of an electronic file as specified by EXHIBIT B-2 by each Producer, purchaser, assignee or transferee, within 15 working days after the commencement of the second fixed cycle and at 13-week intervals thereafter, as long as such commercial is used. In the event any Producer, purchaser, assignee or transferee of a commercial produced hereunder shall willfully and intenti...
Sample 1Sample 2See All (4)
AutoNDA by SimpleDocs
Producers, Purchasers, Assignees and Transferees. 1. Each Producer and each purchaser, assignee, and transferee of a commercial produced under this Agreement shall maintain adequate records showing each commercial delivered to it, the date of delivery, the name of the advertiser, the names of the Performers appearing therein, payments made, date of first use and kind of use (whether wild spot, program or internet). In case of grievances or disputes arising under this Agreement, such Producer and such assignee, transferee or purchaser will make available to SAG-AFTRA on reasonable notice all such records. 2. Each Producer, purchaser, assignee or transferee of a commercial produced hereunder shall accompany each check given to a Performer in payment for use with a check voucher or statement in the standard form attached hereto as Exhibit C (see page 93) containing the following: a. Separate identification of each commercial by name of advertiser, product, date of original session, and production or code number. b. The type of use: If spot use, the dates of cycle and number of units used. If program use, the type of use and dates of cycle. If internet or New Media use, the dates of the term of use. c. Compensation for the use of each commercial shall be separately set forth. d. The expiration of the maximum period of use of a commercial. e. Producer shall provide each Performer employed under a guarantee contract a statement not less frequently than quarterly which shall contain complete information detailing the amount of session fees and use fees credited against the guarantee, including a complete description of the type of use as required by this Section 61.
Sample 1Sample 2

Related to Producers, Purchasers, Assignees and Transferees

  • Certain Agreements of the Company and the Selling Stockholders The Company agrees with the several Underwriters and the Selling Stockholders that:

  • Authorization Purchase and Sale Terms of the Sponsor Warrants A. Authorization of the Sponsor Warrants. The Company has duly authorized the issuance and sale of the Sponsor Warrants to the Purchaser. B. Purchase and Sale of the Sponsor Warrants. (i) As payment in full for the 5,050,000 Sponsor Warrants being purchased under this Agreement, Purchaser shall pay $5,050,000 (the ’Purchase Price’), which amounts shall increase to 5,500,000 Sponsor Warrants for a Purchase Price of $5,500,000 if the underwriters’ over-allotment option is exercised, and in such case all references herein to Purchase Price shall instead refer to 5,500,000, by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the trust account (the ’Trust Account’) at a financial institution to be chosen by the Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, at least one (1) business day prior to the date of effectiveness of the Registration Statement. (ii) The closing of the purchase and sale of the Sponsor Warrants shall take place simultaneously with the closing of the Public Offering (the ’Closing Date’). The closing of the purchase and sale of the Sponsor Warrants shall take place at the offices of Hxxxxx Xxxxxxx Xxxxxxx & Li LLC, 800 Xxxxx Xxx, Xxxxx 0000, Xxx Xxxx, XX 00000, or such other place as may be agreed upon by the parties hereto.

  • Certain Assignees No assignment or participation may be made to a Borrower, Affiliate of a Borrower, Defaulting Lender or natural person. Any assignment by a Defaulting Lender shall be effective only upon payment by the Eligible Assignee or Defaulting Lender to Agent of an aggregate amount sufficient, upon distribution (through direct payment, purchases of participations or other compensating actions as Agent deems appropriate), to satisfy all funding and payment liabilities then owing by the Defaulting Lender hereunder. If an assignment by a Defaulting Lender shall become effective under Applicable Law for any reason without compliance with the foregoing sentence, then the assignee shall be deemed a Defaulting Lender for all purposes until such compliance occurs.

  • Indemnification of the Company and the Selling Stockholders The Underwriter agrees to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act and each of the Selling Stockholders to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to the Underwriter furnished to the Company in writing by the Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).

  • Representations and Warranties of the Company and the Selling Stockholders (a) The Company represents and warrants to, and agrees with, the several Underwriters that:

  • Representations and Warranties of the Company and the Selling Shareholders (a) The Company represents and warrants to each of the Underwriters as follows: (i) A registration statement on Form S-1 (File No. 333-120615) with respect to the Shares has been prepared by the Company in conformity in all material respects with the requirements of the Securities Act of 1933, as amended (the "Act"), and the rules and regulations (the "Rules and Regulations") of the Securities and Exchange Commission (the "Commission") thereunder and has been filed with the Commission. The Company and the transactions contemplated by this Agreement meet the requirements and comply with the conditions for the use of Form S-1. Copies of such registration statement, including any amendments thereto, the preliminary prospectuses (meeting in all material respects, at the time of filing thereof, the requirements of the Rules and Regulations) contained therein and the exhibits and financial statements thereto, as finally amended and revised, have heretofore been delivered by the Company to you. Such registration statement, together with any registration statement filed by the Company pursuant to Rule 462(b) of the Act, is herein referred to as the "Registration Statement," which shall be deemed to include all information omitted therefrom in reliance upon Rule 430A and contained in the Prospectus referred to below, has become effective under the Act and no post-effective amendment to the Registration Statement has been filed as of the date of this Agreement. "Prospectus" means the form of prospectus first filed with the Commission pursuant to Rule 424(b). Each preliminary prospectus included in the Registration Statement prior to the time it becomes effective is herein referred to as a "Preliminary Prospectus." Any reference herein to the Registration Statement, any Preliminary Prospectus or to the Prospectus or to any amendment or supplement to any of the foregoing documents shall be deemed to refer to and include any supplements or amendments thereto, filed with the Commission after the date of filing of the Prospectus under Rules 424(b) or 430A, and prior to the termination of the offering of the Shares by the Underwriters.

  • Covenants of the Company and the Selling Stockholders The Company and each Selling Stockholder covenant with each Underwriter as follows:

  • Representations and Warranties of the Company and the Operating Partnership The Company and the Operating Partnership hereby jointly and severally represent, warrant and covenant to each Underwriter, as of the date of this Agreement, as of the First Closing Date (as hereinafter defined) and as of each Option Closing Date (as hereinafter defined), if any, as follows:

  • Covenants of the Company and the Selling Shareholders The Company covenants with each Underwriter as follows:

  • Representations and Warranties by the Company and the Operating Partnership Each of the Company and the Operating Partnership, jointly and severally, represents and warrants to each Underwriter as of the date hereof, the Applicable Time, the Closing Time (as defined below) and any Date of Delivery (as defined below), and agrees with each Underwriter, as follows:

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!