Service Provider Agreements. The Borrower shall take all actions as are necessary to be in compliance with the Service Provider Agreements and to cause the applicable Service Provider to be in compliance with the applicable Service Provider Agreement to which it is party.
Service Provider Agreements. The Company will not consent to any amendment to the Administration Agreement or the Company’s placement agent agreement, custody agreement or transfer agency and service agreement that would have an adverse consequence on any Member without the prior written consent of such Member. The Company will not replace the administrator, placement agent, custodian or transfer agent without the approval of a majority-in-interest of the Members, unless such replacement occurs across the BDCs managed or advised alongside the Company by the Investment Adviser or its Affiliates on terms that are consistent across such BDC platform. The Company will promptly notify the Members in writing of any such replacement.
Service Provider Agreements. Each Service Provider Agreement shall be in full force and effect.
Service Provider Agreements. Service Provider may use, with DIR's prior approval, agreements between Service Provider and third party vendors if permitted by such agreements to procure products and services on DIR's or a DIR Customer's behalf. Service Provider's use of such agreements shall be conditioned on and subject to the following: (A) DIR approving in advance the terms, conditions and pricing of such agreements and any financial or other commitments made therein by or on behalf of DIR or the DIR Customers; (B) Service Provider complying with the terms and conditions of such agreements and accepting responsibility for meeting any minimum volumes; (C) where permitted by such agreements and consistent with DIR's approval, Service Provider passing through to DIR any refunds, credits, discounts or other rebates to the extent such amounts are directly allocable to DIR; (D) Service Provider retaining responsibility for curing any breaches of such agreements and indemnifying, under and in accordance with Section 17.3, DIR and the DIR Customers for any Losses in connection with such breaches; (E) such agreements offering more favorable pricing and equivalent or better terms and conditions for the requested product or service than the master agreements between DIR and third party vendors; (F) giving DIR and the DIR Customers price quotations and other benefits consistent with Service Provider's favorable third party vendor arrangements where permitted by such vendors; and (G) to the extent reasonably practicable, using the aggregate volume of Service Provider's procurements on behalf of itself, DIR, the DIR Customers and other customers to obtain more favorable pricing and equivalent or better terms and conditions for the requested product or service.
Service Provider Agreements. Service Provider may use, with DIR's prior approval, agreements between Service Provider and third party vendors if permitted by such agreements to procure products and services on DIR's or a DIR Customer's behalf. Service Provider's use of such agreements shall be conditioned on and subject to the following: (A) DIR approving in advance the terms, conditions and pricing of such agreements and any financial or other commitments made therein by or on behalf of DIR or the DIR Customers;
Service Provider Agreements. By signing this Agreement the Parties accept the Service Provider Agreements of the Identity Federations (Service Provider Agreements) stated in the Annex 2 a), b) and c), and authorize the Executive Director Xxxxxx Xxxxxxx of the XXXXXX XXXX, or his authorized representative, to sign identical Service Provider Agreements with these Identity Federations on behalf of each of the Parties. For that purpose each Party shall grant necessary powers of attorney, Annex 3 a), b), c), and d) at the same time with signing this Agreement. The Service Provider Federation may decide by the unanimous decision of the Assembly (unless otherwise agreed in the working rules of the Assembly) to enter into Service Provider Agreements with new Identity Federations. In such case, each individual Party may choose to enter into such agreements directly themselves or authorize, with a new power of attorney, the representative of the XXXXXX XXXX, or the representative of another Co-ordinating Party, appointed by the Assembly (as described later), to sign these agreements on behalf of the Party.
Service Provider Agreements. To the Company's knowledge, no service provider of the Company is in violation of any term of any employment agreement (whether written or verbal), patent or trademark disclosure agreement, or any other contract or agreement relating to the relationship of any such service provider with the Company or any other party (including prior employers), or any term of any judgment, decree or order, because of the nature of, and resulting in a Material Adverse Effect on the Company. Each current service provider of the Company has executed a proprietary information and inventions agreement (or similar agreement) with the Company in the form then being used by the Company, which forms have been previously delivered to Parent by the Company. No former service provider of the Company has executed such an agreement but, the Company has the rights to any and all Intellectual Property Rights developed by each such person while providing services to the Company. Each employee or consultant-inventor has executed a written agreement validly assigning his or her rights to the Company on all inventions, pending patent applications, all patents issued, and all other intellectual property rights developed by such service provider while working for or on behalf of the Company to the extent that the failure to obtain such written agreements is material to the business condition or future prospects of the Company. To the extent the Company has ever utilized consultants or independent contractors, each consultant or independent contractor has executed a written agreement, validly assigning to the Company his or her rights in and to all copyrights and works of authorship relating to products, services or technology designed, developed, manufactured, licensed, sold, marketed or serviced by the Company and its business to the extent that the failure to obtain such written agreements is material to the business condition or future prospects of the Company. None of the Company's service providers is in violation thereof. None of the Company's service providers is obligated under any contract (including licenses, covenants or commitments of any nature) or other agreement, or subject to any judgment, decree or order of any court or administrative agency, that would interfere with the use of his or her best efforts to promote the interests of the Company or that would materially conflict with the Company's business as conducted or as proposed to be conducted or that would prevent any such ...
Service Provider Agreements. Each party agrees that when Nonpublic Personal Information is provided to a nonaffiliated third party ("a Service Provider") who performs services for or functions on behalf of the party, including marketing of the party's own products or services, or marketing of financial products or services pursuant to Joint Agreements between the party and other Financial Institutions, such party shall disclose to its Consumers and/or Customers that (a) it will be providing such Nonpublic Personal Information to the Service Provider and (b) it has entered a contractual agreement with the Service Provider that requires the Service Provider to maintain the confidentiality of such Nonpublic Personal Information pursuant to the Privacy Regulation.
Service Provider Agreements. Each party agrees that when Nonpublic Personal Information is provided to a nonaffiliated third party ("a Service Provider") who performs services for or functions on behalf of the party, including marketing of the party's own products or services, or marketing of financial products or services pursuant to Joint Agreements between the party and other Financial Institutions, such party shall disclose to its Consumers and/or Customers that (a) it will be providing such Nonpublic Personal Information to the Service Provider and (b) it has entered a contractual agreement with the Service Provider that requires the Service Provider to maintain the confidentiality of such Nonpublic Personal Information pursuant to the Privacy Regulation. LMG agrees to send, on an annual basis, American National form 9186 (or form 4977 as required by state law) to the owner(s) of all American National insurance and annuity policies administered by LMG.
Service Provider Agreements. For federal income tax purposes, each Partner will report as its initial tax basis in the rights it acquires under its Service Provider Agreement the Partnership's basis in such rights. The transfer of rights to the Partner shall not be treated as a distribution under Article V and future transactions between the Partnership and that Partner under the Service Provider Agreement shall be treated for purposes of Articles IV and V as if occurring between the Partnership and the Partner acting other than in its capacity as a partner.
