SERVICES TO THE COMPANIES Sample Clauses

SERVICES TO THE COMPANIES. 1.1. The Companies appoint Agent as its nonexclusive Agent to represent the Companies in the marketing and sale of Health Plans to Customers. In representing the Companies, Agent shall:
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SERVICES TO THE COMPANIES. 1.1. The Companies appoint Agent as its nonexclusive Agent to represent the Companies in the marketing and sale of Health Plans to Customers. In representing the Companies, Agent shall: 1.1.1. Only utilize sales material authorized by the Companies; 1.1.2. Adhere to all policies, rules, and regulations established by the Companies and communicated to the Agent from time to time; 1.1.3. Make no misrepresentations concerning the Companies, the Health Plans, or any related matter; and 1.1.4. Ensure that no Customer is enrolled in any Health Plan without the prior written approval of the Companies. 1.2. Agent only has the authority specified in this Agreement. In furtherance of the foregoing and not by limitation: 1.2.1. Agent shall not have the authority to bind any of the Companies on any application for, or policy and/or certificate of, Health Plan coverage, or bind any of the Companies to any Agreement, contract, representation or promise. 1.2.2. Agent shall not make any representations with respect to any product(s) or forms of Health Plan coverage. Agent shall not make any oral or written representations, alterations, modifications, or waiver of the terms or conditions applicable to Health Plan coverage. 1.2.3. Agent shall not have the authority to quote rates or benefits other than those provided by the Companies. 1.2.4. Agent shall not have the authority to extend the time of payment of premium, to waive or extend any obligation or condition on any Health Plan, or to incur any liability on behalf of the Companies. 1.2.5. Agent shall not have the authority to collect premiums on behalf of the Companies; provided however, in the event Agent shall receive monies on behalf of the Companies, Agent shall hold such as trust funds (and Agent shall be a fiduciary for all such monies received) and such monies shall be immediately remitted to the Companies without deduction or set-off. 1.3. Agent agrees to use Agent’s best efforts to promote mutually beneficial and ongoing relationships between the Companies and Customers and to maintain full cooperation by the Customers and their employees or members with the Companies. 1.4. Agent recognizes and will respect the rights and interests of other persons representing the Companies (including employees of the Companies and other Agents) and will refrain from raiding or otherwise diverting business from those persons. Agent shall not, without the Companies’ specific written consent, seek to interpose itself as Agent of...
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SERVICES TO THE COMPANIES. The parties acknowledge that Indemnitee has Corporate Status. Nothing contained in this Agreement shall be construed as giving Indemnitee any right to continue as a director of either Company or be retained in any capacity by either of the Companies or any of their Subsidiaries or affiliated entities. The foregoing notwithstanding, this Agreement shall continue in force after Indemnitee’s Corporate Status with the Companies has ceased.
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SERVICES TO THE COMPANIES. INDEMNITEE will serve and/or continue to ------------------------- serve as a director and/or officer of either or both of the Companies (in the case of an officer of either or both, at the will of J. C. Penney Company, Inc. and/or J. C. Penney Corporation, Inc., xx applicable, or under separatx xxxtxxxx, if any such contract exists or shall hereafter exist) and/or as a director, officer, employee, partner, trustee, agent or fiduciary of a Company Affiliate faithfully and to the best of his or her ability so long as he or she is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable constitutive documents thereof; provided that INDEMNITEE may at any time and for any reason resign from such position (subject to any contractual obligations which INDEMNITEE shall have assumed apart from this Agreement) and further provided that neither the Companies nor any Company Affiliate shall have any obligation under this Agreement to continue the INDEMNITEE in any such position.
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Related to SERVICES TO THE COMPANIES

  • SERVICES TO THE COMPANY In consideration of the Company’s covenants and obligations hereunder, Indemnitee will serve or continue to serve as an officer, director, advisor, key employee or in any other capacity of the Company, as applicable, for so long as Indemnitee is duly elected or appointed or retained or until Indemnitee tenders his or her resignation or until Indemnitee is removed. The foregoing notwithstanding, this Agreement shall continue in full force and effect after Indemnitee has ceased to serve as a director, officer, advisor, key employee or in any other capacity of the Company, as provided in Section 17. This Agreement, however, shall not impose any obligation on Indemnitee or the Company to continue Indemnitee’s service to the Company beyond any period otherwise required by law or by other agreements or commitments of the parties, if any.

  • Services to the Corporation Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

  • SERVICES TO THE COMPANY Indemnitee will serve or continue to serve as an officer, director, advisor, key employee or in any other capacity of the Company, as applicable, for so long as Indemnitee is duly elected or appointed or retained or until Indemnitee tenders Indemnitee’s resignation or until Indemnitee is removed. The foregoing notwithstanding, this Agreement shall continue in full force and effect after Indemnitee has ceased to serve as a director, officer, advisor, key employee or in any other capacity of the Company, in each case as provided in Section 17. This Agreement, however, shall not impose any obligation on Indemnitee or the Company to continue Indemnitee’s service to the Company beyond any period otherwise required by law or by other agreements or commitments of the parties, if any.

  • Sub-Advisory Services (a) The Sub-Adviser shall, subject to the supervision and oversight of the Adviser, manage the investment and reinvestment of such portion of the assets of the Fund, as the Adviser may from time to time allocate to the Sub-Adviser for management (the “Sub-Advised Assets”). The Sub-Adviser shall manage the Sub-Advised Assets in conformity with (i) the investment objective, policies and restrictions of the Fund set forth in the Trust’s prospectus and statement of additional information relating to the Fund, as they may be amended from time to time, any additional policies or guidelines, including without limitation compliance policies and procedures, established by the Adviser, the Trust’s Chief Compliance Officer, or by the Trust’s Board of Trustees (“Board”) that have been furnished in writing to the Sub-Adviser, (ii) the written instructions and directions received from the Adviser and the Trust as delivered; and (iii) the requirements of the Investment Company Act of 1940 (the “1940 Act”), the Investment Advisers Act of 1940 (“Advisers Act”), and all other federal and state laws applicable to registered investment companies and the Sub-Adviser’s duties under this Agreement, all as may be in effect from time to time. The foregoing are referred to below together as the “Policies.” For purposes of compliance with the Policies, the Sub-Adviser shall be entitled to treat the Sub-Advised Assets as though the Sub-Advised Assets constituted the entire Fund, and the Sub-Adviser shall not be responsible in any way for the compliance of any assets of the Fund, other than the Sub-Advised Assets, with the Policies. Subject to the foregoing, the Sub-Adviser is authorized, in its discretion and without prior consultation with the Adviser, to buy, sell, lend and otherwise trade in any stocks, bonds and other securities and investment instruments on behalf of the Fund, without regard to the length of time the securities have been held and the resulting rate of portfolio turnover or any tax considerations; and the majority or the whole of the Sub-Advised Assets may be invested in such proportions of stocks, bonds, other securities or investment instruments, or cash, as the Sub-Adviser shall determine. Notwithstanding the foregoing provisions of this Section 2(a), however, (i) the Sub-Adviser shall, upon and in accordance with written instructions from the Adviser, effect such portfolio transactions for the Sub-Advised Assets as the Adviser shall determine are necessary in order for the Fund to comply with the Policies, and (ii) upon notice to the Sub-Adviser, the Adviser may effect in-kind redemptions with shareholders of the Fund with securities included within the Sub-Advised Assets.

  • Right of the Company and Subsidiaries to Terminate Services Nothing in this Agreement confers upon you the right to continue in the employ of or performing services for the Company or any Subsidiary, or interfere in any way with the rights of the Company or any Subsidiary to terminate your employment or service relationship at any time.

  • Agreement to Provide Services Xxxxxxx Sachs hereby engages the Contract Underwriter, and the Contract Underwriter hereby agrees, to provide the following Services: (a) establish and maintain (or assist the Company in establishing and maintaining) relationships with owners of Contracts who are its customers or customers of other broker-dealers with whom it has entered into agreements to sell the Contracts (“Selling Dealers”); (b) provide Contract owners with “personal services” (within the meaning of NASD Conduct Rule 2830(b)(9)); (c) assist in the preparation of advertisements and other sales literature for the Contracts that describes or discusses the Funds; (d) provide sales compensation to representatives of the Contract Underwriter; (e) pay money to Selling Dealers for any of the foregoing purposes; and (f) perform any additional services primarily intended to result in the distribution of the Contracts and the sale of the Service Shares to the Company.

  • Services Provided Subcontractor agrees to complete the following: _ (“Services”).

  • Transitional Services Contractor shall provide Transitional Services to offenders who are being released from a prison, an assessment/sanction center, prerelease center, or treatment center for up to the first 90 days of community supervision after release. A Probation and Parole Officer (PO) will determine the specific services to be provided to each offender based on the offender’s needs and individualized case plan as determined or developed by the State. The referring PO will complete an agreed upon referral form designating the services selected. Contractor will confirm availability of services, establish a start date, and return the referral form to the PO and the designated State staff.

  • Asset Management Services (i) Real Estate and Related Services:

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