The Insurance Policy Sample Clauses

The Insurance Policy. (a) If, on the third Business Day before any Distribution Date, the Trustee determines that the amount on deposit in the Certificate Account distributable to Holders of the Insured Certificates pursuant to Section 13.01(b), together with any amounts that may be distributable to the Holders of the Insured Certificates on such Distribution Date, the Trustee shall determine the amount of any such deficiency and shall give Notice to the Insurer and the appropriate Fiscal Agent (as defined in the Insurance Policy), if any, by telephone or telecopy of the amount of such deficiency, confirmed in writing to the Insurer, such Notice to be substantially in the form of Exhibit A attached to the Insurance Policy and delivered by 12:00 noon, New York City time on such third Business Day. (b) In the event the Trustee receives a certified copy of an order of the appropriate court that any scheduled payment of principal or interest on a Insured Certificate has been voided in whole or in part as a preference payment under applicable bankruptcy law, the Trustee shall (i) promptly notify the Insurer, as appropriate, and the Fiscal Agent, if any, and (ii) comply with the provisions of the Insurance Policy to obtain payment by the Insurer of such voided scheduled payment. In addition, the Trustee shall mail notice to all Holders of the Insured Certificates so affected that, in the event that any such Holder's scheduled payment is so recovered, such Holder will be entitled to payment pursuant to the terms of the Insurance Policy, a copy of which shall be made available to such Holders by the Trustee. The Trustee shall furnish to the Insurer and the appropriate Fiscal Agent, if any, its records listing the payments on the affected Insured Certificates, if any, that have been made by the Trustee and subsequently recovered from the affected Holder, and the dates on which such payments were made by the Trustee. (c) At the time of the execution hereof, and for the purposes hereof, the Trustee shall establish an Eligible Account in the name of the Trustee for the benefit of Holders of the Insured Certificates (the "Policy Payments Account") over which the Trustee shall have exclusive control and sole right of withdrawal. The Trustee shall deposit any amount paid under the Insurance Policy into the Insured Certificates Policy Payments Account and distribute such amount only for the purposes of making payments to Holders of the Insured Certificates in respect of the Insured Payments by...
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The Insurance Policy. (a) The Trustee acknowledges that Unibanco has secured the Insurance Policy to initially provide limited insurance against the inability of Unibanco to convert reais into U.S. dollars and transfer any U.S. dollars to the Trustee in satisfaction of amounts to be paid by it under this Indenture and the Notes. Unibanco hereby confirms that the premium for the Insurance Policy has been paid by Unibanco on or prior to the Closing Date. In addition, the Trustee and Unibanco acknowledge that the Insurance Policy provides similar protection for any inability of the Trustee to convert any reais amounts received by the Trustee in satisfaction of Unibanco’s obligations under this Indenture and the Notes, including any reais amounts received in connection with any insolvency or similar proceedings involving Unibanco or any enforcement of this Indenture and the Notes against Unibanco. The Trustee and Unibanco further acknowledge that the Insurance Policy provides limited insurance against an act or series of acts of any Governmental Authority of Brazil that deprive Unibanco, or in certain limited circumstances, the Trustee, of the use or control of funds to satisfy Unibanco’s obligations under the Indenture and the Notes. (b) The Trustee agrees to give written notice to the Insurer in substantially the form of Exhibit E hereto of the occurrence of (i) any failure by Unibanco to make any payment on or in respect of the Notes required under this Indenture, (ii) the occurrence of any Default or Event of Default, or (iii) the occurrence of an Inconvertibility Event or an Expropriation Event. Upon receipt from the Insurer of amounts payable under the Insurance Policy, the Trustee shall hold such amounts in trust in the Payment Account for use in making any required payments of principal, interest and other amounts due under this Indenture. (c) The Trustee shall give all notices, make all filings and take all actions required of it pursuant to the terms of the Insurance Policy including, without limitation, the filing of a claim with the procedures and subject to the time limitations set forth in Article VII of the Insurance Policy. In connection with its satisfaction of its obligations hereunder and under the Insurance Policy, the Trustee shall request, under the terms of the Indenture and the Insurance Side Agreement, that Unibanco provide all such information and take all such actions as are required to ensure the continued enforceability of the Insurance Policy, and in c...
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The Insurance Policy. The Insurer will issue a policy containing --------------------- the below-described provisions with respect to the Fund's Investor Units: (a) The policy will be delivered by the Insurer to each Holder of the Investor Units. (b) Under the policy, the Insurer unconditionally and irrevocably agrees to pay for disbursement to the Investor Unit Holders that portion of the Redemption Value per Investor Unit which is then due for redemption and which the Fund shall have failed to provide. (c) Upon receipt of telephonic or telegraphic notice, subsequently confirmed in writing, or written notice by registered or certified mail, from an Investor Unit Holder or the paying agent to the Insurer that the required payment of principal value has not been made by the Fund to the Investor Unit Holder, on the due date of such payment or within 30 business day after receipt of notice of such nonpayment, whichever is later, the Insurer will make a deposit of funds, in an account with Barclays Bank PLC, New York, New York, or it's successor, as its agent (the "Fiscal Agent") sufficient to make the portion of such payment not paid by the Investor Unit Holder. Upon presentation to the Fiscal Agent of evidence satisfactory to it of the Investor Unit Holder's right to receive such payment and any appropriate instruments of assignment required to vest all of the Investor Unit Holder's right to such payment in the Investor Units, the Fiscal Agent will immediately disburse such amount to the Investor Unit Holder. (d) As long as all premiums on the insurance policy are paid when they are due, the policy is non-cancelable for any reason.
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The Insurance Policy. The Issuer has obtained the Insurance Policy for the benefit of the Agent on behalf of the Company and the Bank Investor. The Issuer acknowledges that the Agent is entitled, in accordance with the terms thereof, to demand funds thereunder for the benefit of the Company and the Bank Investors. The Agent shall have no liability to the Issuer, and the Issuer shall indemnify and hold the Agent harmless, in connection with any demands made by the Agent under the Insurance Policy except to the extent that the Agent shall have acted with gross negligence or willful misconduct in making any such demand. Such indemnified amounts shall be paid to the extent and in the priority set forth in Section 5.1(a)(xi) of the Security Agreement.
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The Insurance Policy. (a) On each Determination Date the Trustee shall determine with respect to the immediately following Payment Date the amounts to be on deposit in each Certificate Account on such Payment Date with respect to each Mortgage Loan Group (disregarding the amounts of any Insured Payments with respect to such Mortgage Loan Group) and equal to the sum of (x) such amounts excluding the amount of any Total Monthly Excess Cashflow amounts included in such amounts and excluding an amount equal to the Premium Amount with respect to such Mortgage Loan Group together with any Master Servicing Fees and Trustee's Fees with respect to such Mortgage Loan Group for the related Payment Date plus (y) any amounts of Total Monthly Excess Cashflow to be applied on account of such Mortgage Loan Group on such Payment Date; the amounts described in the preceding clause (x) with respect to each Mortgage Loan Group and Payment Date, are the "Available Funds" with respect to such Mortgage Loan Group; the sum of the amounts described in the preceding clauses (x) and (y) are the "Total Available Funds" with respect to such Mortgage Loan Group;
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The Insurance Policy. The Insurance Policy shall be effective and shall provide for (i) the payment of interest on the Bank Bonds at the Bank Rate and (ii) amortization of the Bank Bonds in equal semi-annual installments during the Amortization Period. The Insurance Policy shall be in substantially the form of Appendix E to the Reoffering Circular, shall have been issued to the Trustee and shall provide that after the Bank has purchased Tendered Bonds in accordance with the Indenture, the Bond Insurer shall make scheduled payments of principal of and shall pay interest on Bank Bonds at the Bank Rate and shall also provide for the amortization of Bank Bonds during the Amortization Period.
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The Insurance Policy. (a) Notwithstanding anything to the contrary in this Agreement, the Parties agree that the Warranties shall only be or remain valid if: (i) the Buyer enters into the Insurance Policy and such becomes valid and binding on the parties thereto (including as a consequence of the insurance premium thereunder being paid by the Buyer to the Insurance Provider’s satisfaction); (ii) such Insurance Policy selected by the Buyer does not include any rights of subrogation or other terms that could result in liability to any Seller of any kind, other than with respect to fraud by a Seller against the Buyer; (iii) the Insurance Provider thereunder expressly agrees that the Buyer and its Affiliates shall have no obligation to pursue any claim against any Seller in connection with any loss, liability or damage; and (iv) the Buyer and its respective Affiliates and advisors do not terminate, amend, waive or modify any provisions of the Insurance Policy, at any time following Signing, without the prior written consent of the Sellers to the extent any such termination, amendment, waiver or modification would adversely affect the Sellers or any of their Affiliates. (b) Consequently, in light of Section 9.2(a), the Parties agree that none of the Sellers shall under any circumstances be liable towards the Buyer, and that the Buyer shall under no circumstances be entitled to any compensation, remedies or actions whatsoever against any of the Sellers, under the Warranties, irrespective of whether a Loss resulting from a breach of the Warranties would be covered by the Insurance Policy or discovered by any of the Sellers prior to Closing (e.g. as a result of the Bring Down of Disclosures), except where a Claim is the consequence of fraud by a Seller against the Buyer in which case such Seller, and no other Seller, shall be liable to the Buyer if and to the extent the Loss resulting from such circumstance is not recoverable under the Insurance Policy (subject to the limitations of the Sellers’ liability set out in this Agreement). (c) Accordingly, other than as explicitly set out in this Section 9.2, the Buyer undertakes not to make, and waives any and all rights it may have to make, any Claim under any of the Warranties against any of the Sellers. Further, in case the Insurance Provider has a claim against any Seller for compensation for a Loss under the Insurance Policy, the Buyer undertakes not to, either directly or indirectly by any of its Affiliates, take over such claim from t...
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The Insurance Policy 
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Related to The Insurance Policy

  • Insurance Policy The Employer agrees to remit to the Union an amount to be applied toward the payment of a premium by the Union for an insurance policy which provides a defense attorney to represent all members of the bargaining unit when they are charged with a criminal act that results from events occurring while the bargaining unit member was acting in an official capacity. The maximum amount payable during the term of the Agreement shall be seven dollars ($7.00) per member per month.

  • R&W Insurance Policy (a) Buyers have negotiated the R&W Insurance Policy. Immediately following the execution and delivery of this Agreement, Buyers shall bind coverage in respect of the R&W Insurance Policy to incept as of the execution and delivery of this Agreement and shall timely pay that portion of any premium and underwriting fee, in each case then due and payable, to the R&W Insurer to bind and incept coverage under the R&W Insurance Policy. Buyers shall take commercially reasonable action to pay the R&W Insurer the remainder of premium and all other costs required for issuance of the R&W Insurance Policy when due. Buyers shall take commercially reasonable action to execute and cause to be executed and delivered all documents attached to the R&W Insurance Policy or as otherwise may be required by the R&W Insurer in connection with: (a) binding coverage under the terms of the R&W Insurance Policy on the date of this Agreement and (b) issuing the final R&W Insurance Policy. The R&W Insurance Policy shall include a provision whereby insurer expressly irrevocably waives, and agrees not to pursue, directly or indirectly, any subrogation rights against the Sellers or any of their Affiliates or representatives with respect to any claim made by any insured thereunder unless such claims were the result of fraud prior to the Closing by any Seller or any of its Affiliates or representatives. The Sellers shall use commercially reasonable efforts to assist and cooperate with the Buyers in connection with any claim by any Buyer under, or recovery by any Buyer with respect to, the R&W Insurance Policy. Buyers shall not take affirmative action to amend the subrogation or third party beneficiary provisions contained in such R&W Insurance Policy benefiting any Seller without the consent of such Seller. (b) Notwithstanding any other provision of this Agreement, the Sellers, jointly and severally, shall reimburse and indemnify Buyers and their respective Affiliates, directors, officers, managers, members, employees and agents for any and all loss, liability, demand, claim of any kind, action, cause of action, cost, damage, fee, deficiency, tax, penalty, fine, assessment, interest or expense (including attorney’s fees, consultant fees, expert fees and any other reasonable fees including the reasonable fees, costs, charges and expenses of attorneys, accountants, brokers, consultants and/or other experts and/or other professionals in each case at their then-prevailing rates) arising out of or resulting from a breach of the representations and warranties in Article III of this Agreement up to an aggregate amount not to exceed $3,300,000.00 (being an amount representing one-half of the initial retention amount under the R&W Insurance Policy). Sellers’ obligation in this Section 10.23(b) shall remain in full force and effect until the latest of 45 days after the expiration of the R&W Insurance Policy, 60 days after all pending claims under the R&W Insurance Policy are fully and finally resolved, or the satisfaction in full of all outstanding obligations of the Sellers under this Section 10.23(b).

  • Insurance Policies Insurance required herein shall be by companies duly licensed or admitted to transact business in the state where the Premises are located, and maintaining during the policy term a "General Policyholders Rating" of at least B+, V, as set forth in the most current issue of "Best's Insurance Guide", or such other rating as may be required by a Lender. Lessee shall not do or permit to be done anything which invalidates the required insurance policies. Lessee shall, prior to the Start Date, deliver to Lessor certified copies of policies of such insurance or certificates evidencing the existence and amounts of the required insurance. No such policy shall be cancelable or subject to modification except after thirty (30) days prior written notice to Lessor. Lessee shall, at least thirty (30) days prior to the expiration of such policies, furnish Lessor with evidence of renewals or "insurance binders" evidencing renewal thereof, or Lessor may order such insurance and charge the cost thereof to Lessee, which amount shall be payable by Lessee to Lessor upon demand. Such policies shall be for a term of at least one year, or the length of the remaining term of this Lease, whichever is less. If either Party shall fail to procure and maintain the insurance required to be carried by it, the other Party may, but shall not be required to, procure and maintain the same.

  • Title Insurance Policy In all cases, the Seller undertakes to remove any encumbrance that will materially interfere with the procurement of a title insurance policy or financing necessary for the purchase of the Property, whether the same is included in the above enumeration or not. Further, the Seller undertakes to, in good faith, cooperate with and assist the Buyer fully in obtaining a title insurance policy. The Seller shall be obligated to take all legal and reasonably necessary action in order to procure such title insurance policy but shall not incur any additional liability in relation thereto. If the title to the Property is not in a condition that is compliant with the above, if the Seller fails or refuses to comply with the Seller’s obligations under this section, or if the Parties are unable to obtain a title insurance policy, the Buyer may, in the Buyer’s sole discretion, accept the title as it is and proceed with the purchase under this Agreement, or terminate this Agreement and recover the Xxxxxxx Money, costs incurred in relation to this Agreement and

  • Title Insurance Policies The Borrower will deliver to the Administrative Agent a policy of title insurance (or marked-up title insurance commitment or title proforma having the effect of a policy of title insurance) (a “Title Policy”) insuring the Lien of such Mortgage as a valid first mortgage or deed of trust Lien on the Mortgaged Property described therein in an amount not less than the estimated fair market value of such Mortgaged Property as reasonably determined by the Borrower, which Title Policy shall (A) be issued by a nationally-recognized title insurance company reasonably acceptable to the Administrative Agent (the “Title Company”), (B) include such reinsurance arrangements (with provisions for direct access, if necessary) as shall be reasonably acceptable to the Administrative Agent, (C) be supplemented by a “tie-in” or “aggregation” endorsement, if available under applicable law, and such other endorsements as may reasonably be requested by the Administrative Agent (including (to the extent available in the applicable jurisdiction and/or with respect to the Mortgaged Property, in each case, on commercially reasonable terms) endorsements on matters relating to usury, first loss, zoning, contiguity, revolving credit, doing business, public road access, survey, variable rate, environmental lien, subdivision, mortgage recording tax, separate tax lot, and so-called comprehensive coverage over covenants and restrictions) if available under applicable law at commercially reasonable rates and (D) contain no other exceptions to title other than Permitted Liens and other exceptions acceptable to the Administrative Agent in its reasonable discretion;

  • Other Insurance Policies No action, inaction or event has occurred and no state of facts exists or has existed that has resulted or will result in the exclusion from, denial of, or defense to coverage under any applicable special hazard insurance policy, PMI Policy or bankruptcy bond, irrespective of the cause of such failure of coverage. In connection with the placement of any such insurance, no commission, fee, or other compensation has been or will be received by Seller or by any officer, director, or employee of Seller or any designee of Seller or any corporation in which Seller or any officer, director, or employee had a financial interest at the time of placement of such insurance.

  • Standard Hazard Insurance and Flood Insurance Policies (a) For each Mortgage Loan, the Master Servicer shall enforce any obligation of the Servicers under the related Servicing Agreements to maintain or cause to be maintained standard fire and casualty insurance and, where applicable, flood insurance, all in accordance with the provisions of the related Servicing Agreements. It is understood and agreed that such insurance shall be with insurers meeting the eligibility requirements set forth in the applicable Servicing Agreement and that no earthquake or other additional insurance is to be required of any Mortgagor or to be maintained on property acquired in respect of a defaulted loan, other than pursuant to such applicable laws and regulations as shall at any time be in force and as shall require such additional insurance. (b) Pursuant to Section 4.01 and 4.02, any amounts collected by the Servicers or the Master Servicer, or by any Servicer, under any insurance policies (other than amounts to be applied to the restoration or repair of the property subject to the related Mortgage or released to the Mortgagor in accordance with the applicable Servicing Agreement) shall be deposited into the Master Servicer Collection Account, subject to withdrawal pursuant to Section 4.02 and 4.03. Any cost incurred by the Master Servicer or any Servicer in maintaining any such insurance if the Mortgagor defaults in its obligation to do so shall be added to the amount owing under the Mortgage Loan where the terms of the Mortgage Loan so permit; provided, however, that the addition of any such cost shall not be taken into account for purposes of calculating the distributions to be made to Certificateholders and shall be recoverable by the Master Servicer or such Servicer pursuant to Section 4.02 and 4.03.

  • Errors and Omissions Insurance Policy An errors and omissions insurance policy to be maintained by the Company pursuant to Section 4.12.

  • Insurance Reports Furnish to Lender, upon request of Lender, reports on each existing insurance policy showing such information as Lender may reasonably request, including without limitation the following: (1) the name of the insurer; (2) the risks insured; (3) the amount of the policy; (4) the properties insured; (5) the then current property values on the basis of which insurance has been obtained, and the manner of determining those values; and (6) the expiration date of the policy. In addition, upon request of Lender (however not more often than annually), Borrower will have an independent appraiser satisfactory to Lender determine, as applicable, the actual cash value or replacement cost of any Collateral. The cost of such appraisal shall be paid by Borrower.

  • Standard Hazard and Flood Insurance Policies For each Mortgage Loan (other than a Cooperative Loan), the Master Servicer shall maintain, or cause to be maintained by each Servicer, standard fire and casualty insurance and, where applicable, flood insurance, all in accordance with the provisions of this Agreement and the related Servicing Agreement, as applicable. It is understood and agreed that such insurance shall be with insurers meeting the eligibility requirements set forth in the applicable Servicing Agreement and that no earthquake or other additional insurance is to be required of any Mortgagor or to be maintained on property acquired in respect of a defaulted loan, other than pursuant to such applicable laws and regulations as shall at any time be in force and as shall require such additional insurance. Pursuant to Section 4.01, any amounts collected by the Master Servicer, or by any Servicer, under any insurance policies maintained pursuant to this Section 9.16 or any Servicing Agreement (other than amounts to be applied to the restoration or repair of the property subject to the related Mortgage or released to the Mortgagor in accordance with the applicable Servicing Agreement) shall be deposited into the Collection Account, subject to withdrawal pursuant to Section 4.02. Any cost incurred by the Master Servicer or any Servicer in maintaining any such insurance if the Mortgagor defaults in its obligation to do so shall be added to the amount owing under the Mortgage Loan where the terms of the Mortgage Loan so permit; provided, however, that the addition of any such cost shall not be taken into account for purposes of calculating the distributions to be made to Certificateholders and shall be recoverable by the Master Servicer or such Servicer pursuant to Section 4.02.

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