Select one of the following Sample Clauses

Select one of the following. Persons who do not qualify under one of the following subsections may not purchase Units in the offering regardless of whether they qualify under Section (a), above.
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Select one of the following. Persons who do not qualify under one of the following subsections may not purchase Units in the offering regardless of whether they qualify under Section (a), above. (i) The undersigned is a natural person with a net worth (i.e., total assets minus total liabilities) of $2 million as of the date hereof, either alone or with such person’s spouse, or the undersigned will invest at least $1,000,000 in the Company; or (ii) The undersigned is a corporation, partnership, association, joint stock company, trust or any other organized group of persons ________________________ (insert form of organization) with a net worth (i.e., total assets minus total liabilities) of $1.5 million as of the date hereof or the undersigned will invest at least $750,000 in the Company. In addition, the undersigned represents and warrants that if the undersigned is (x) an entity that would be a registered investment company but for the exception provided from that definition in Section 3(c)(1) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), (y) a registered investment company under the Investment Company Act or (z) a business development company within the meaning of Section 202(a)(22) of the Investment Advisers Act of 1940, as amended (the “Investment Advisers Act”), each of its equity owners independently meet the requirements of either Subsection (b)(i), (b)(ii) or (b)(iii); or (iii) The undersigned is an executive officer or director of Bxxxxx Partners Inc. (the “Investment Manager”) or Ascendant Capital Partners, LLC (the “Investment Sub-Adviser”) or employee of the Investment Manager who, in connection with such person’s regular functions or duties participates in the investment activities of the Investment Manager and has performed such activities for the Investment Manager or another investment adviser for at least 12 months.
Sample 1
Select one of the following. ☒ US Government/Agency Non-Cash Guidelines ☐ ERISA Qualified Non-Cash Collateral Guidelines ☐ Global Non-Cash Collateral Guidelines ☐ None With respect to Non-Cash Collateral, the above designation supersedes any prior Non-Cash Collateral Guidelines Selection Form and any Collateral Section Option Form we may have furnished the Agent and any prior agreement concerning types of permitted Non-Cash Collateral for securities Loans. This Schedule B may only be amended with our consent. DATUM ONE SERIES TRUST By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: President Date: Jul-12-2024 NON-CASH COLLATERAL GUIDELINES Non-Cash Collateral Guidelines Listed below are the Non-Cash Collateral Guidelines specifying collateralization levels and eligible Non-Cash Collateral. Agent will make use of market standard settlement methods for Non-Cash Collateral, including the use of a tri-party custodian. Any cash held intra-day or temporarily overnight at a tri-party custodian with respect to such Non-Cash Collateral is a balance sheet obligation of The Northern Trust Company, in its capacity as custodian. Capitalized terms used but not defined herein shall have the meanings given to them in the Agreement, as applicable. Initial collateralization levels for all Loans will not be less than 102% of the Market Value of the Borrowed Securities, or not less than 105% if the Borrowed Securities and the Non-Cash Collateral are denominated in different currencies. Marking to market is performed every business day subject to de minimis rules of change in value, and the Borrower is required to deliver additional Non-Cash Collateral when necessary so that the total Non-Cash Collateral held by Agent for all Loans to the Borrower of all Participating Lenders will at least equal the Market Value of all the Borrowed Securities of all Participating Lenders loaned to the Borrower.
Sample 1
Select one of the following. 🞏– I elect to increase my employee contributions and receive the corresponding district match with a one-time payment from: (provided enough funds are available) 🞏– June 15, 2024 Paycheck (Form Due by June 10, 2024.) 🞏– June 28, 2024 Paycheck (Form Due by June 21, 2024.) 🞏 - I elect to have the entire amount taken out of my RETRO paycheck (Form Due by June 21, 2024. Retro pay date is not yet determined.) 🞏 - I elect to have the amount spread equally between remaining 2023-2024 regular paychecks through August 31, 2024. 🞏– 6 Paychecks – (Form Due by June 10, 2024.) 🞏– 5 Paychecks – (Form Due by June 21, 2024.) 🞏 – I elect to have a conversation about how I can receive my 2023-2024 contributions during the 2024-2025 school year. (Form Due by July 10, 2024.) Options that this may include are: 🞏– One-time payment during a September 2024 payroll. 🞏– Contributions split between September 2024 payrolls (2). ��– Other – please contact me to discuss.
Sample 1
Select one of the following. Article 6.1 depending on service, delete the other. (Select for accountants, engineers, appraisers, architects and surveyors:) THE CONSULTANT AGREES, TO THE FULLEST EXTENT PERMITTED BY LAW, TO INDEMNIFY AND HOLD THE RIVER AUTHORITY HARMLESS FROM ANY DAMAGE, LIABILITY OR COST (INCLUDING REASONABLE ATTORNEYS’ FEES AND COST OF DEFENSE) TO THE EXTENT CAUSED BY THE CONSULTANT NEGLIGENT ACTS, ERRORS OR OMISSIONS IN THE PERFORMANCE OF ITS SERVICES UNDER THIS AGREEMENT AND THOSE OF HIS OR HER SUBCONTRACTORS OR ANYONE FOR WHOM THE CONSULTANT IS LEGALLY LIABLE. (Select for all others) CONSULTANT covenants and agrees to FULLY INDEMNIFY and HOLD HARMLESS, the RIVER AUTHORITY and the elected officials, employees, officers, directors, volunteers and representatives of the RIVER AUTHORITY, individually or collectively, from and against any and all costs, claims, liens, damages, losses, expenses, fees, fines, penalties, proceedings, actions, demands, causes of action, liability and suits of any kind and nature, including but not limited to, personal or bodily injury, death and property damage, made upon the RIVER AUTHORITY directly or indirectly arising out of, resulting from or related to CONSULTANT activities under this AGREEMENT, including any acts or omissions or negligence of CONSULTANT, any agent, officer, director, representative, employee, sub-consultant or subcontractor of CONSULTANT, and their respective officers, agents, employees, directors and representatives while in the exercise of performance of the rights or duties under this AGREEMENT, all without however, waiving any governmental immunity available to the RIVER AUTHORITY under Texas Law and without waiving any defenses of the parties under Texas Law. The provisions of this INDEMNITY are solely for the benefit of the parties hereto and not intended to create or grant any rights, contractual or otherwise, to any other person or entity. CONSULTANT shall advise the RIVER AUTHORITY in writing within twenty-four (24) hours of any claim or demand against the RIVER AUTHORITY or CONSULTANT known to CONSULTANT related to or arising out of CONSULTANT activities under this AGREEMENT and shall see to the investigation and defense of such claim or demand at CONSULTANT cost. The RIVER AUTHORITY shall have the right, at its option and at its own expense, to participate in such defense without relieving CONSULTANT of any of its obligations under this paragraph. CONSULTANT further agrees to defend, at its own expense and...
Sample 1
Select one of the following. Persons who do not qualify under Subsection (i) must qualify under Subsection (ii) and provide a completed Purchaser Representative Questionnaire, which is available from the Company upon request. (i) The undersigned, or the person or persons directing the undersigned’s investment in the Units, has such knowledge in financial and business matters as to be capable of evaluating the relative merits and risks of an investment in the Units, and has not retained a purchaser representative in connection with the evaluation of such merits and risks; or (ii) The undersigned has retained a purchaser representative, __________________________ (name of purchaser representative) who has completed and delivered to you a Purchaser Representative Questionnaire, and who has the requisite knowledge in financial and business matters as to be capable of evaluating the merits and risks of an investment in the Units.
Sample 1
Select one of the following.  The parties have no real estate that they own individually or jointly.  The following real estate is owned by one or both of the parties, is located at ____________________________ [address] in _______________________________________ [city, state, and zip]. It is more specifically described in Deed Book _________, Page _________ of the Office of the Register of Deeds in _________ County, ___________ [state] as follows: [Attach separate sheet if necessary.] ____________________________________________________________________________ Upon entry of the Final Decree, the real estate shall be vested solely in the  wife  husband, and the other spouse will thereby be divested of all right, title and interest in it. They are satisfied that a fair division has been made of it.  The parties have divided the personal property they own individually or jointly. The husband is satisfied that a fair division has been made of it.  The husband is awarded as his personal property these assets: [Add additional pages if needed.]
Sample 1
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Select one of the following.  Neither spouse shall pay alimony to the other.  Other: ____________________________________________________________________.
Sample 1
Select one of the following. In accordance with Section 3 of this Amendment, ING CAPITAL LLC hereby elects to irrevocably waive its right to receive 100% of its pro rata share of the 2019 ECF Payment. or __X_ In accordance with Section 3 of this Amendment, ING CAPITAL LLC hereby elects to receive 100% of its pro rata share of the 2019 ECF Payment. ING CAPITAL LLC, AS A LENDER By:_/s/ Mxxxxxx Xxxxxx-Xxxxxx ___________ Name: Mxxxxxx Xxxxxx-Xxxxxx Title: Managing Director By:_/s/ Mxxxxxx Kim___________________ Name: Nxxxxx Xxxxxxx Title: Director SUMITOMO MITSUI BANKING CORPORATION, as a Lender By:_/s/ Gxxxx Xxxxxxxx ___________________ Name: Gxxxx Xxxxxxxx Title: Managing Director __X_ In accordance with Section 3 of this Amendment, SUMITOMO MITSUI BANKING CORPORATION hereby elects to irrevocably waive its right to receive 100% of its pro rata share of the 2019 ECF Payment. or _____ In accordance with Section 3 of this Amendment, SUMITOMO MITSUI BANKING CORPORATION hereby elects to receive 100% of its pro rata share of the 2019 ECF Payment. SUMITOMO MITSUI BANKING CORPORATION, AS A LENDER By:_/s/ Gxxxx Xxxxxxxx ___________________ Name: Gxxxx Xxxxxxxx Title: Managing Director WXXXXXX BUSINESS CREDIT CORPORATION, as a Lender By:__/s/ Axxxxx Xxx ____________________ Name: Axxxxx Xxx Title: Duly Authorized Signatory __X__ In accordance with Section 3 of this Amendment, WXXXXXX BUSINESS CREDIT CORPORATION hereby elects to irrevocably waive its right to receive 100% of its pro rata share of the 2019 ECF Payment. or _____ In accordance with Section 3 of this Amendment, WXXXXXX BUSINESS CREDIT CORPORATION hereby elects to receive 100% of its pro rata share of the 2019 ECF Payment. WXXXXXX BUSINESS CREDIT CORPORATION, AS A LENDER By:__/s/ Axxxxx Xxx ____________________ Name: Axxxxx Xxx Title: Duly Authorized Signatory U.S. BANK NATIONAL ASSOCIATION, as a Lender By:__/s/ Txxxxx X. Xxxxxxxxx _______________ Name: Txxxxx X. Xxxxxxxxx Title: Vice President __X__ In accordance with Section 3 of this Amendment, U.S. BANK NATIONAL ASSOCIATION hereby elects to irrevocably waive its right to receive 100% of its pro rata share of the 2019 ECF Payment. or _____ In accordance with Section 3 of this Amendment, U.S. BANK NATIONAL ASSOCIATION hereby elects to receive 100% of its pro rata share of the 2019 ECF Payment.
Sample 1

Related to Select one of the following

  • Check one of the following [_] The present value of the anticipated tax liabilities associated with holding the Certificate, as applicable, does not exceed the sum of: (i) the present value of any consideration given to the Transferee to acquire such Certificate; (ii) the present value of the expected future distributions on such Certificate; and (iii) the present value of the anticipated tax savings associated with holding such Certificate as the related REMIC generates losses. For purposes of this calculation, (i) the Transferee is assumed to pay tax at the highest rate currently specified in Section 11(b) of the Code (but the tax rate in Section 55(b)(1)(B) of the Code may be used in lieu of the highest rate specified in Section 11(b) of the Code if the Transferee has been subject to the alternative minimum tax under Section 55 of the Code in the preceding two years and will compute its taxable income in the current taxable year using the alternative minimum tax rate) and (ii) present values are computed using a discount rate equal to the short-term Federal rate prescribed by Section 1274(d) of the Code for the month of the transfer and the compounding period used by the Transferee. [_] The transfer of the Certificate complies with U.S. Treasury Regulations Sections 1.860E-1(c)(5) and (6) and, accordingly, (i) the Transferee is an “eligible corporation,” as defined in U.S. Treasury Regulations Section 1.860E-1(c)(6)(i), as to which income from the Certificate will only be taxed in the United States; (ii) at the time of the transfer, and at the close of the Transferee’s two fiscal years preceding the year of the transfer, the Transferee had gross assets for financial reporting purposes (excluding any obligation of a person related to the Transferee within the meaning of U.S. Treasury Regulations Section 1.860E-1(c)(6)(ii)) in excess of $100 million and net assets in excess of $10 million; (iii) the Transferee will transfer the Certificate only to another “eligible corporation,” as defined in U.S. Treasury Regulations Section 1.860E-1(c)(6)(i), in a transaction that satisfies the requirements of Sections 1.860E-1(c)(4)(i), (ii) and (iii) and Section 1.860E-1(c)(5) of the U.S. Treasury Regulations; and (iv) the Transferee determined the consideration paid to it to acquire the Certificate based on reasonable market assumptions (including, but not limited to, borrowing and investment rates, prepayment and loss assumptions, expense and reinvestment assumptions, tax rates and other factors specific to the Transferee) that it has determined in good faith. [_] None of the above.

  • NOW THEREFORE THE PARTIES AGREE TO THE FOLLOWING During the term of this agreement, if the proclamation of the above noted legislation results in additional costs for teachers or School Divisions, TEBA and the Association shall meet within sixty (60) days to discuss the appropriate apportionment of costs.

  • Certain Phrases, etc The words (i) “including”, “includes” and “include” mean “including (or includes or include) without limitation,” (ii) “the aggregate of”, “the total of”, “the sum of”, or a phrase of similar meaning means “the aggregate (or total or sum), without duplication, of,” and (iii) unless stated otherwise, “Article”, “Section”, and “Schedule” followed by a number or letter mean and refer to the specified Article or Section of or Schedule to this Plan of Arrangement.

  • Right to Terminate Following Event of Default If at any time an Event of Default with respect to a party (the “Defaulting Party”) has occurred and is then continuing, the other party (the “Non-defaulting Party”) may, by not more than 20 days notice to the Defaulting Party specifying the relevant Event of Default, designate a day not earlier than the day such notice is effective as an Early Termination Date in respect of all outstanding Transactions. If, however, “Automatic Early Termination” is specified in the Schedule as applying to a party, then an Early Termination Date in respect of all outstanding Transactions will occur immediately upon the occurrence with respect to such party of an Event of Default specified in Section 5(a)(vii)(1), (3), (5), (6) or, to the extent analogous thereto, (8), and as of the time immediately preceding the institution of the relevant proceeding or the presentation of the relevant petition upon the occurrence with respect to such party of an Event of Default specified in Section 5(a)(vii)(4) or, to the extent analogous thereto, (8).

  • Events Causing Dissolution Subject to Section 9.2, the Company shall be dissolved upon the first of the following events to occur: (a) The written consent of the Member at any time to dissolve and wind up the affairs of the Company; or (b) The occurrence of any other event that terminates the continued membership of the Member in the Company unless the business of the Company is continued in a manner permitted by the Act.

  • Certain Additional Defined Terms In addition to such terms -------------------------------- as are defined in the opening paragraph and in Section 1.1 of this Agreement, the following terms are used in this Agreement as defined in the Sections set forth opposite such terms:

  • What Will Happen After We Receive Your Letter When we receive your letter, we must do two things:

  • Actions following an Event of Default On, or at any time after, the occurrence and during the continuation of an Event of Default: (a) the Agent may, and if so instructed by the Majority Lenders, the Agent shall: (i) serve on the Borrowers a notice stating that all or part of the Commitments and of the other obligations of each Lender to the Borrowers under this Agreement are cancelled; and/or (ii) serve on the Borrowers a notice stating that all or part of the Loan together with accrued interest and all other amounts accrued or owing under this Agreement are immediately due and payable or are due and payable on demand; and/or (iii) take any other action which, as a result of the Event of Default or any notice served under paragraph (i) or (ii), the Agent and/or the Lenders are entitled to take under any Finance Document or any applicable law; and/or (b) the Security Trustee may, and if so instructed by the Agent, acting with the authorisation of the Majority Lenders, the Security Trustee shall take any action which, as a result of the Event of Default or any notice served under paragraph (a)(i) or (a)(ii), the Security Trustee, the Agent and/or the Lenders and/or the Swap Counterparties are entitled to take under any Finance Document or any applicable law.

  • Termination Upon or Following a Change of Control (a) A Change of Control of the Company (“Change of Control”) shall be deemed to have occurred upon the happening of any of the following events: (i) the consummation of a transaction that results in the reorganization, merger or consolidation of the Company with one or more other persons, other than a transaction following which: (A) at least 51% of the equity ownership interests of the entity resulting from such transaction are beneficially owned (within the meaning of Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) in substantially the same relative proportions by persons who, immediately prior to such transaction, beneficially owned (within the meaning of Rule 13d-3 promulgated under the Exchange Act) at least 51% of the outstanding equity ownership interests in the Company; and (B) at least 51% of the securities entitled to vote generally in the election of directors of the entity resulting from such transaction are beneficially owned (within the meaning of Rule 13d-3 promulgated under the Exchange Act) in substantially the same relative proportions by persons who, immediately prior to such transaction, beneficially owned (within the meaning of Rule 13d-3 promulgated under the Exchange Act) at least 51 % of the securities entitled to vote generally in the election of directors of the Company; (ii) the acquisition of all or substantially all of the assets of the Company or beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 20% or more of the outstanding securities of the Company entitled to vote generally in the election of directors by any person or by any persons acting in concert; (iii) a complete liquidation or dissolution of the Company, or approval by the stockholders of the Company of a plan for such liquidation or dissolution; (iv) the occurrence of any event if, immediately following such event, at least 50% of the members of the Board do not belong to any of the following groups: (A) individuals who were members of the Board on the Initial Effective Date; or (B) individuals who first became members of the Board after the Initial Effective Date either: (I) upon election to serve as a member of the Board by affirmative vote of three-quarters of the members of such Board, or of a nominating committee thereof, in office at the time of such first election; or (II) upon election by the stockholders of the Company to serve as a member of the Board, but only if nominated for election by affirmative vote of three-quarters of the members of the Board, or of a nominating committee thereof, in office at the time of such first nomination; provided, however, that such individual's election or nomination did not result from an actual or threatened election contest (within the meaning of Rule 14a-11 of Regulation 14A promulgated under the Exchange Act) or other actual or threatened solicitation of proxies or consents (within the meaning of Rule 14a-11 of Regulation 14A promulgated under the Exchange Act) other than by or on behalf of the Board; or (v) any event which would be described in Section 11(a)(i), (ii), (iii) or (iv) if the term “Association” were substituted for the term “Company” therein or the term “Board of Directors of the Association” were substituted for the term “Board”. In no event, however, shall a Change of Control be deemed to have occurred as a result of any acquisition of securities or assets of the Company, the Association, or an affiliate or subsidiary of either of them, by the Company, the Association, or a subsidiary of either of them, or by any employee benefit plan maintained by any of them. For purposes of this Section 11 (a), the term “person” shall have the meaning assigned to it under Sections 13(d)(3) or 14(d)(2) of the Exchange Act. (b) In the event of a Change of Control, the Executive shall be entitled to the payments and benefits contemplated by Section 9(b) in the event of his or her termination of employment with the Company under any of the circumstances described in Section 9(a) of this Agreement or under any of the following circumstances: (i) resignation, voluntary or otherwise, by the Executive at any time during the Employment Period within six (6) months following his or her demotion, loss of title, office or significant authority or responsibility or following any reduction in any element of his or her package of compensation and benefits; (ii) resignation, voluntary or otherwise, by the Executive at any time during the Employment Period within six (6) months following any relocation of his or her principal place of employment or any change in working conditions at such principal place of employment which the Executive, in his or her reasonable discretion, determines to be embarrassing, derogatory or otherwise adverse; (iii) resignation, voluntary or otherwise, by the Executive at any time during the Employment Period within six (6) months following the failure of any successor to the Company in the Change of Control to include the Executive in any compensation or benefit program maintained by it or covering any of its executive officers, unless the Executive is already covered by a substantially similar plan of the Company which is at least as favorable to him or her; or (iv) resignation, voluntary or otherwise, for any reason whatsoever during the Employment Period within six months following the effective date of the Change of Control.

  • Multiple Measures of Student Learning Measures must include a combination of classroom, school and district assessments, student growth percentiles on state assessments, if state assessments are available, and student MEPA gain scores. This definition may be revised as required by regulations or agreement of the parties upon issuance of ESE guidance expected by July 2012.

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