The Bank. 1. shall perform the duties imposed on the Bank under the Ordinance.
2. shall exercise reasonable care in the performance of its duties as are specifically set forth in this Agreement, and no implied covenants or obligations shall be read into this Agreement against the Bank; and
3. in the absence of bad faith on its part, may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon certificates or opinions furnished to the Bank and conforming to the requirements of this Agreement, but in the case of any opinions which by any provision hereof are specifically required to be furnished to the Bank, shall be under a duty to examine the same to determine whether or not they conform to the requirements of this Agreement.
The Bank. When an employee desires to make a contribution to the release time bank, the employee will complete a release time contributions form and file it with payroll staff. The payroll office will determine that the employee authorizing the release time bank contribution has the earned time prior to posting the contributed time to the release time bank. A copy of all approved release time contribution forms will be forwarded to the AOCE office by payroll.
The Bank s obligation towards the Beneficiary provided by the Agreement is limited to the payment of the Guarantee Amount for which the Bank Guarantee was issued.
The Bank. 6.1. You may borrow money from a Bank for the Upfront Payment and grant a mortgage over your rights under this Agreement to the Bank as security for that loan.
6.2. Prior to entering into this Agreement, we have entered into an agreement with your Bank under which:
6.2.1. We agree to notify the Bank of any circumstances that might give rise to us being able to exercise our rights under clause 9 of this Agreement and give the Bank an opportunity to remedy the issue (if it is able to be remedied);
6.2.2. The Bank has agreed with us:
6.2.2.1. To notify us of any material breach or default under the loan or mortgage;
6.2.2.2. To provide us with a copy of any Property Law Act Notice served to you;
6.2.2.3. To allow us 15 Working Days to remedy any default specified in the Property Law Act Notice on your behalf to avoid a mortgagee sale of your interest under this Agreement;
6.2.2.4. That in the event that any such default is not remedied then the Bank’s first remedy is to issue a put option notice on your behalf in accordance with clause 9.2 below and the provisions of clause 9.4 and 9.5 shall then apply; and
6.2.2.5. That in the event that a call or put option notice is issued in accordance with clause 9 then the Bank agrees to take all necessary steps to discharge its mortgage over your rights under this Agreement upon payment of the Reversion Price in accordance with clause 9.6.
6.2.3. In the event that a call or put option notice is issued in accordance with clause 9, then on settlement we will make payment in accordance with clause 9.6 below.
6.3. You:
6.3.1. must pay all amounts owing to the Bank on a principal and interest repayments basis;
6.3.2. must ensure that the Bank has no recourse to us personally for your borrowing;
6.3.3. cannot borrow more than the Maximum Bank Loan unless you have our consent first;
6.3.4. agree that the Bank can disclose all information about your affairs (including your loan and mortgage documents together with your payment history) to us;
6.3.5. cannot agree to grant any further mortgages or charges against your rights under this Agreement;
6.3.6. agree that we can allow the Bank to enforce any provision of this Agreement; and
6.3.7. agree that we may disclose information about you to the Bank.
6.4. If you get served with a Property Law Act Notice stating that you are in default to your Bank then you must remedy the default within 10 Working Days of being served.
6.5. If you fail to remedy the default within 10 Working Day...
The Bank. SECTION 1.01. The Bank hereby resigns from its Capacities under the Agreements.
SECTION 1.02. The Bank hereby assigns, transfers, delivers and confirms to BNYTC all right, title and interest of the Bank in its Capacity(s) relating to the Agreements.
The Bank. 11.1 Notwithstanding anything contained in this Deed of Charge, the exercise by the Bank of the powers and rights conferred on it by virtue of the provisions of Chapter 3 of Part 10 of the Conveyancing Act shall not be subject to any restriction on such exercise contained in section 96(1)(c) of the Conveyancing Act, and upon the Enforcement Date this Deed of Charge shall become immediately enforceable and the powers conferred by this Deed of Charge shall become immediately exercisable.
11.2 The restrictions on the power of sale contained in section 100 of the Conveyancing Act shall not apply to this Deed of Charge. The provisions of the Conveyancing Act relating to the power of sale and the other powers conferred by Section 100 of the Conveyancing Act (without the restrictions contained therein) are hereby extended (as if such extensions were contained in the Conveyancing Act) to authorise the Bank at its absolute discretion and upon such terms as it may think fit:
(a) to dispose of the Charged Property, or any interest in the same, and to do so for shares, debentures or any other securities whatsoever, or in consideration of an agreement to pay all or part of the purchase price at a later date or dates, or an agreement to make periodical payments, whether or not the agreement is secured by an Encumbrance or a guarantee, or for such other consideration whatsoever as the Bank may think fit, and also to grant any option to purchase, and to effect exchanges, and nothing shall preclude the Bank from making any disposal to any person it thinks fit;
(b) with a view to, or in connection with, the disposal of the Charged Property, to carry out any transaction, scheme or arrangement which the Bank may in its absolute discretion consider appropriate;
(c) to take possession of, get in and collect the Charged Property and the restrictions on taking possession of mortgaged property contained in section 97 of the Conveyancing Act shall not apply to this Deed of Charge and, further, section 99
(1) of the Conveyancing Act shall not apply to this Deed of Charge and any obligations imposed on mortgagees in possession or receivers by virtue of the application of section 99(1) shall not apply to the Bank or any Receiver;
(d) to appoint and engage employees, managers, agents and advisers upon such terms as to remuneration and otherwise and for such periods as it may determine, and to dismiss them;
(e) in connection with the exercise, or the proposed exercise, of any of its pow...
The Bank. The Bank is a commercial bank duly organized, validly existing and in good standing under the laws of the Commonwealth of Virginia and has the corporate power and authority and all necessary federal, state, local and foreign authorizations to own or lease its properties and assets and to carry on its business as it is now being conducted. The Company directly owns all the shares of the outstanding capital stock of the Bank. The Bank has no subsidiaries. No equity securities of the Bank are or may become required to be issued by reason of any options, warrants, scrip, rights to subscribe to, calls or commitments of any character whatsoever relative to, or concerning securities or rights convertible into, or exchangeable for, shares of any class of capital stock or other equity security of the Bank, and there are no other contracts, commitments, understandings or arrangements by which the Bank is bound to issue, or the Company is bound to cause the Bank to issue, additional shares of its capital stock or other equity security or options, warrants, scrip, rights to purchase or acquire, or securities or rights convertible into or exchangeable for, any additional shares of its capital stock or other equity security. All of the shares of capital stock of the Bank so owned by the Company are fully paid and non-assessable and are owned by it free and clear of any claim, lien, encumbrance or agreement with respect thereto. The deposits of the Bank are insured to the applicable legal limits by the Deposit Insurance Fund of the FDIC.
The Bank. 3.3.1. Is entitled to request from the Guarantor settlement of the Secured Claims without the compulsory enforcement efforts against the Debtor and preliminary warning of the Debtor/Guarantor, if the Debtor’s insolvency is evident and/or the debt has been claimed by the Bank ahead of the term and has not been paid;
3.3.2. Xxxxx, at the Guarantor’s request, provide him/her/it with information regarding the Debtor’s debt;
3.3.3. Is entitled to exercise foreclosure on any property or assets of the Guarantor in order to settle the Debtor’s liability.
The Bank. 5.2.1. will not be obliged to place any individual Option;
5.2.2. may sell Options in accordance with Proper Instructions subject to there being sufficient assets in the Portfolio; and
5.2.3. has authority to deliver or transfer Assets to a third party under contract with the Bank when exercising the Options.
The Bank. The Bank's duties as fiscal agent and paying agent shall be subject to the following provisions:
