Special Cases and Procedures Sample Clauses

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Special Cases and Procedures. Notwithstanding anything to the contrary in this Agreement:

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Related to Special Cases and Procedures

• Violence Policies and Procedures The Employer agrees to have in place explicit policies and procedures to deal with violence. The policy will address the prevention of violence, the management of violent situations, provision of legal counsel and support to employees who have faced violence. The policies and procedures shall be part of the employee's health and safety policy and written copies shall be provided to each employee. Prior to implementing any changes to these policies, the employer agrees to consult with the Association.

• Rules and Procedures The Benefit Society By-Laws will be amended to provide for a 6th Director with three Directors appointed by the Unions and three Directors appointed by the Corporation.

• Policy and Procedures If the resident leaves the facility due to hospitalization or a therapeutic leave, the facility shall not be obligated to hold the resident’s bed available until his or her return, unless prior arrangements have been made for a bed hold pursuant to the facility’s “Bed Reservation Policy and Procedure” and pursuant to applicable law. In the absence of a bed hold, the resident is not guaranteed readmission unless the resident is eligible for Medicaid and requires the services provided by the facility. However, the resident may be placed in any appropriate bed in a semi-private room in the facility at the time of his or her return from hospitalization or therapeutic leave provided a bed is available and the resident’s admission is appropriate and meets the readmission requirements of the facility.

• Notice and Procedures If any suit, action, proceeding (including any governmental or regulatory investigation), claim or demand shall be brought or asserted against any person in respect of which indemnification may be sought pursuant to either paragraph (a) or (b) above, such person (the “Indemnified Person”) shall promptly notify the person against whom such indemnification may be sought (the “Indemnifying Person”) in writing; provided that the failure to notify the Indemnifying Person shall not relieve it from any liability that it may have under paragraph (a) or (b) above except to the extent that it has been materially prejudiced (through the forfeiture of substantive rights or defenses) by such failure; and provided, further, that the failure to notify the Indemnifying Person shall not relieve it from any liability that it may have to an Indemnified Person otherwise than under paragraph (a) or (b) above. If any such proceeding shall be brought or asserted against an Indemnified Person and it shall have notified the Indemnifying Person thereof, the Indemnifying Person shall retain counsel reasonably satisfactory to the Indemnified Person (who shall not, without the consent of the Indemnified Person, be counsel to the Indemnifying Person) to represent the Indemnified Person in such proceeding and shall pay the fees and expenses of such counsel related to such proceeding, as incurred. In any such proceeding, any Indemnified Person shall have the right to retain its own counsel, but the fees and expenses of such counsel shall be at the expense of such Indemnified Person unless (i) the Indemnifying Person and the Indemnified Person shall have mutually agreed to the contrary; (ii) the Indemnifying Person has failed within a reasonable time to retain counsel reasonably satisfactory to the Indemnified Person; (iii) the Indemnified Person shall have reasonably concluded that there may be legal defenses available to it that are different from or in addition to those available to the Indemnifying Person; or (iv) the named parties in any such proceeding (including any impleaded parties) include both the Indemnifying Person and the Indemnified Person and representation of both parties by the same counsel would be inappropriate due to actual or potential differing interest between them. It is understood and agreed that the Indemnifying Person shall not, in connection with any proceeding or related proceedings in the same jurisdiction, be liable for the fees and expenses of more than one separate firm (in addition to any local counsel) for all Indemnified Persons, and that all such fees and expenses shall be paid or reimbursed as they are incurred. Any such separate firm for any Underwriter, its affiliates, directors and officers and any control persons of such Underwriter shall be designated in writing by the Representatives and any such separate firm for the Company, its directors, its officers who signed the Registration Statement and any control persons of the Company shall be designated in writing by the Company. The Indemnifying Person shall not be liable for any settlement of any proceeding effected without its written consent, but if settled with such consent or if there be a final judgment for the plaintiff, the Indemnifying Person agrees to indemnify each Indemnified Person from and against any loss or liability by reason of such settlement or judgment. Notwithstanding the foregoing sentence, if at any time an Indemnified Person shall have requested that an Indemnifying Person reimburse the Indemnified Person for fees and expenses of counsel as contemplated by this paragraph, the Indemnifying Person shall be liable for any settlement of any proceeding effected without its written consent if (i) such settlement is entered into more than 30 days after receipt by the Indemnifying Person of such request and (ii) the Indemnifying Person shall not have reimbursed the Indemnified Person in accordance with such request prior to the date of such settlement. No Indemnifying Person shall, without the written consent of the Indemnified Person, effect any settlement of any pending or threatened proceeding in respect of which any Indemnified Person is or could have been a party and indemnification could have been sought hereunder by such Indemnified Person, unless such settlement (x) includes an unconditional release of such Indemnified Person, in form and substance reasonably satisfactory to such Indemnified Person, from all liability on claims that are the subject matter of such proceeding and (y) does not include any statement as to or any admission of fault, culpability or a failure to act by or on behalf of any Indemnified Person.

• Refund Procedures Upon the withdrawal of this Agreement or residence application by the Resident, as detailed in section 8.02, the Residence may be entitled to a partial refund of Residence Fees, without interest, within eight (8) weeks of the Resident vacating the Residence or cancelling their residence application. The refund will be in the form of a cheque mailed to the Resident’s permanent address on file in the Resident’s name only. If a student requires a cheque to be reissued as a result of the resident not providing an updated address prior to vacating residence and/or cancelling their residence application, a charge of $50 may be applied. (a) Academic Year Applications/Agreements (Detailed in Table 5) (i) If the Resident’s My Housing Portal cancellation request is received by the Residence Manager on or before June 15 (Deadline 1), whether the Resident has been accepted into Residence or not, the Resident will receive a full refund of the Deposit and any Residence Fees paid to date. (ii) If the Resident has been accepted into Residence and the Residence Manager receives the Resident’s My Housing Portal cancellation request after June 15 (Deadline 1) but on or before August 1 (Deadline 2), then the Resident’s Deposit will be forfeited. The Resident will receive a full refund of any Residence Fees paid to date. (iii) If the Resident is on the wait list for Residence and the Residence Manager receives a My Housing Portal cancellation request before the Resident is accepted to Residence, then the Resident will be refunded the full Deposit. (iv) If the Resident is on the wait list and a space becomes available after June 15 (Deadline 1), the Resident will be offered a space in Residence and asked to confirm the status of the Resident’s Residence acceptance within 24 hours. After confirmation to the Residence, all regular cancellation policies and payment deadlines apply. (v) If the Resident has been accepted into Residence and the Residence Manager receives the Resident’s My Housing Portal cancellation request after August 1 (Deadline 2), but on or before the first day of the Term (Deadline 3), then the Resident will be charged a late cancellation fee. The cancellation fee will be equivalent to 30 days of Residence Fees. The Deposit will be refunded less any damages, charges or money owing to the Residence. (vi) If the Residence Manager receives the Resident’s written cancellation request after the first day of the Term (Deadline 3) and on or before November 15 (Deadline 4), then the Resident will be charged for each day they occupy a Residence room plus a cancellation fee. The Resident must complete all Move-out Procedures detailed in section 3.02 before cancellation fees and refunds will be assessed and issued. The cancellation fee will be equivalent to 60 days of Residence Fees. The cancellation fee will not exceed the Agreement end date (“Move-Out Day”) or as Customized by the Manager section, detailed in Table 1. The Deposit will be refunded less any damages, charges or money owing to the Residence. (vii) If the Residence Manager receives the Resident’s written cancellation request after November 15 (Deadline 5), then the Resident will be charged for each day they occupy a Residence room plus a cancellation fee. The Resident must complete all Move-out Procedures detailed in section 3.02 before cancellation fees and refunds will be assessed and issued. The cancellation fee will be equivalent to 90 days of Residence Fees. The cancellation fee will not exceed the Agreement end date (“Move-Out Day”) or as Customized by the Manager section, detailed in Table 1. The Deposit will be refunded less any damages, charges or money owing to the Residence.

• Claim Procedures Claim forms or claim information as to the subject policy can be obtained by contacting Benmark, Inc. (800-544-6079). When the Named Fiduciary has a claim which may be covered under the provisions described in the insurance policy, they should contact the office named above, and they will either complete a claim form and forward it to an authorized representative of the Insurer or advise the named Fiduciary what further requirements are necessary. The Insurer will evaluate and make a decision as to payment. If the claim is payable, a benefit check will be issued in accordance with the terms of this Agreement. In the event that a claim is not eligible under the policy, the Insurer will notify the Named Fiduciary of the denial pursuant to the requirements under the terms of the policy. If the Named Fiduciary is dissatisfied with the denial of the claim and wishes to contest such claim denial, they should contact the office named above and they will assist in making an inquiry to the Insurer. All objections to the Insurer's actions should be in writing and submitted to the office named above for transmittal to the Insurer.

• Policies and Procedures i) The policies and procedures of the designated employer apply to the employee while working at both sites. ii) Only the designated employer shall have exclusive authority over the employee in regard to discipline, reporting to the College of Nurses of Ontario and/or investigations of family/resident complaints. iii) The designated employer will ensure that the employee is covered by WSIB at all times, regardless of worksite, while in the employ of either home. iv) The designated employer will ensure that the employee is covered by liability insurance at all times, regardless of worksite, while in the employ of either home. v) The designated employer shall have exclusive authority over the employee’s personnel files and health records. These files will be maintained on the site of the designated employer.

• Compliance Policies and Procedures To assist the Fund in complying with Rule 38a-1 of the 1940 Act, BBH&Co. represents that it has adopted written policies and procedures reasonably designed to prevent violation of the federal securities laws in fulfilling its obligations under the Agreement and that it has in place a compliance program to monitor its compliance with those policies and procedures. BBH&Co will upon request provide the Fund with information about our compliance program as mutually agreed.

• Endorsements and Procedures Company agrees to place on the backside of each Check processed for collection at the Bank through this Service a restrictively endorsement which reads “Mobile Deposit to Central Bank”, or words to that effect as satisfactory to Bank. Endorsements must be made on the back of the Check within 1&1/2 inches from the top edge, although Bank may accept endorsements outside this space. Any loss Bank incurs from a delay or processing error resulting from an irregular endorsement or other markings by Company will be Company’s responsibility. Bank may reject any Check payable to co-payees, even if Company is one of the payees listed on the face of the Check. Bank will consider, but is not obligated to accept, Check’s listing Company as one of the co-payees, provided a) the image of the Check presented to Bank under the Service contains the legible signature endorsement of all co-payees to the instrument, including Company; and b) contains a restrictive endorsement above the co-payees signatures which reads “Mobile Deposit to account of [Company’s full name]”. If Company is a sole proprietorship, Checks written as payable in the name of the individual owner of Company may be deposited to Company’s Account at Bank through this Service so long Checks are presented in compliance with the Service’s terms and conditions. Company agrees to comply with any and all other procedures and instructions for use of the Mobile Deposit Service as the Bank may establish from time to time, such as within any applicable Users Guide (the “Procedures”). Cut-off Times for Deposits: Deposits made via Mobile Deposit must be made before 7:00 PM Eastern Standard Time on a Business Day in order to be considered deposited same day. Deposits made after 7:00 PM Eastern Standard Time on a Business Day will be considered deposited the next Business Day. Receipt of Items: Bank reserves the right to reject any item transmitted through Mobile Deposit, at Bank’s discretion, without liability to Company. Bank shall not be responsible for items Bank does not receive or for Check images that are dropped during transmission. An image of an item shall be deemed received when Company receives a confirmation from Bank that we have received the image. Receipt of such confirmation does not mean the transmission was error free or complete. Processing and/or transmission errors can occur after Bank acknowledges receipt that may impact transaction completion. Following receipt of such confirmation, the Bank will process the image by preparing a “substitute check” or clearing the item as an image. Availability of Funds: Once deposited, subject to the cut-off time described above, our policy, in most cases, is to make funds from Company’s Check deposits available to Company on the second Business Day after the day Bank receives the Check in compliance with this Service, unless a different or longer time period is required under Company’s Account Rules and Regulations’ Funds Availability Policy or should Bank decide to apply a longer hold period due to Company’s history of repeated overdrafts or grounds that Bank reasonably believes affects the ultimate collectability of the Check. In all cases, Company will receive full availability of the funds memorialized in Checks accepted by Bank under this Service by the seventh Business Day after Bank accepts the Check for deposit. If Company’s Account has been open 30 days or less, however, Company may not receive full availability until the ninth Business Day after the day of deposit. Disposal of Transmitted Items: After Company receive confirmation that Bank has received and accepted an image of a Check under this Service, and once Company receive full credit for the Check as manifested in Company’s Account balance as communicated by Bank, Company must and shall prominently marking the original Check “VOID” and then destroying that same Check by cross-cut shredding or another commercially acceptable means of destruction. Destroying the Check prevents it from being presented for deposit another time. After destruction of the original Check, the image will be the sole evidence of the original instrument. Company agree that Company will never re-present the original check, nor give the original Check to anyone else for any purpose other than its destruction.

• Pending Procedures and Examinations The Registration Statement is not the subject of a pending proceeding or examination under Section 8(d) or 8(e) of the 1933 Act, and the Company is not the subject of a pending proceeding under Section 8A of the 1933 Act in connection with the offering of the Securities.