TRANSFER OF ADMINISTRATION Sample Clauses

TRANSFER OF ADMINISTRATION. From and after the date hereof, Buyer and Sellers shall use all commercially reasonable efforts to (i) set up in the Facility information systems of Buyer to be used in providing administrative services under the Charter Administrative Services Agreement and the ILIC Administrative Services Agreement and (ii) transfer all data necessary to administer the Business to such information systems.
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TRANSFER OF ADMINISTRATION. In the event of transfer of the administration of the Company, Form-A-Co reserves the right to charge a fee for the transfer in accordance with its then current fee schedule.
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TRANSFER OF ADMINISTRATION. In the event of transfer of the administration of the Company, Form-A-Co reserves the right to charge a fee for the transfer in accordance with its then current fee schedule. Information Sheet on the Responsibilities of Directors of Gibraltar Companies and Client Responsibilities Gibraltar corporate law places onerous responsibilities on the directors of companies that must be adhered to. It is important that clients, when providing directorships to their own companies, know and understand what is legally required of them. The below is a list of the main responsibilities but there are others so the list must not be considered as exhaustive. Form-A-Co would be pleased to assist by providing guidance to clients on request.  To ensure that proper books of account are maintained and that formal annual accounts are prepared and filed with The Registrar of Companies. NB: Form-A-Co can provide book-keeping and accountancy services upon request.)  To ensure that current information is provided at all times to allow the company secretaries to maintain statutory registers, including registers of shareholders, directors and company secretaries, and registers of legal charges against the assets of the company. (NB: Form-A-Co provides company secretarial services which include the creation and maintenance of the statutory registers, however, it is imperative that the directors keep Form-A-Co appraised of any changes that require to be recorded in the registers, such as the transfer of shares and the resignation and appointment of directors, etc.)  To ensure that the company does not carry on business whilst insolvent.  To ensure that the company fully complies with all local laws (including employment laws) and that it operates and carries on its business in a legal and ethical manner according to current codes of best practice.  To ensure the currency of their business knowledge and, in particular, to be completely familiar with the terms of the company’s Memorandum & Articles of Association (or other Constitution of the company).  To ensure the company complies with local taxation laws and fulfils its taxation liabilities and responsibilities.
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TRANSFER OF ADMINISTRATION. In the event of transfer of the administration of the Company, Form-A-Co reserves the right to charge a fee for the transfer in accordance with its then current fee schedule. When entering into the Management Agreement clients are expected to co-operate with Form-A-Co and to keep Form- A-Co informed in respect of the following matters: • To promptly provide to the Compliance Department any additional documentation and information as may be required from time to time as part of the Know Your Customer / Customer Due Diligence procedure. Failure to do so in a timely fashion will result in an additional Compliance Fee being charged. • To promptly notify Management or the Administration Department of any changes in the structure of the company (such as transfers of shares, resignations and appointments of directors, etc,) and of any changes in the business activities of the company. • To immediately notify Management of any investigations being carried out by any regulatory or law enforcement authority in the affairs of the company or of the client. • To promptly settle any and all invoices and charges as levied from time to time by Form-A-Co or any of its associates, sub-contractors or suppliers. Gibraltar corporate law places onerous responsibilities on the directors of companies that must be adhered to. It is important that clients, when providing directorships to their own companies, know and understand what is legally required of them. The below is a list of the main responsibilities but there are others so the list must not be considered as exhaustive. Form-A-Co would be pleased to assist by providing guidance to clients on request. • To ensure that proper books of account are maintained and that formal annual accounts are prepared and filed with The Registrar of Companies. NB: Form-A-Co can provide book-keeping and accountancy services upon request.) • To ensure that current information is provided at all times to allow the company secretaries to maintain statutory registers, including registers of shareholders, directors and company secretaries, and registers of legal charges against the assets of the company. (NB: Form-A-Co provides company secretarial services which include the creation and maintenance of the statutory registers, however, it is imperative that the directors keep Form-A-Co appraised of any changes that require to be recorded in the registers, such as the transfer of shares and the resignation and appointment of directors, etc.) • To en...
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TRANSFER OF ADMINISTRATION. During the Transition Period, the Servicer shall cooperate with the Company and use commercially reasonable efforts to effect an orderly transfer of administration as rapidly and smoothly as possible at the business locations specified by the Company. The Company shall reimburse the Servicer for all travel costs associated therewith which have been approved in writing in advance by the Company.
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TRANSFER OF ADMINISTRATION. In addition to and without limiting any other remedies contemplated by this Agreement, in the event that Cedent has (i) exhibited a pattern and practice of deficient performance of its material obligations set forth in this Article III that has had, or would reasonably be expected to have, a material adverse impact on the aggregate economic benefits Reinsurer reasonably expected to obtain from this Agreement, and (ii) failed to return to compliance with respect to the performance of such obligations within ninety (90) days following written notice from Reinsurer, then Reinsurer, at its own cost and expense, shall have the right, but not the obligation, to transfer all (but not less than all) of the Administrative Services to Reinsurer or an Affiliate or third party designated by Reinsurer and reasonably acceptable to Cedent, and Cedent shall cooperate with Reinsurer, and take all actions reasonably necessary, at Reinsurer’s cost and expense, to transfer such Administrative Services. From and after the date that all of the Administrative Services have been so transferred, Reinsurer shall be responsible for providing all Administrative Services in accordance with the standards set forth in Section 2 of this Article III, and Reinsurer shall bear all costs and expenses for the provision of such Administrative Services. Cedent shall not be entitled to receive the Recurring Reinsurance Allowance for any periods from and after the date that the Administrative Services have been so transferred in accordance with this Section 4.
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TRANSFER OF ADMINISTRATION. In the event of transfer of the administration of the Company, Form-A-Co reserves the right to charge a fee for the transfer in accordance with its then current fee schedule. This Agreement is made this day of 201 Form-A-Co (Gibraltar) Limited of Suites 41/00 Xxxxxxxx Xxxxx, 00 Xxxx Xxxxxx, Xxxxxxxxx (“Form-A-Co”) AND ....................................................................................................................................... Of................................................................................................................................... ....................................................................................................................................... (“the Client”) IT IS XXXXXX AGREED AS FOLLOWS: 1.) The Client has requested Form-A-Co to provide the Services set out herein, which has been completed as appropriate, and has read and is in agreement with the terms and conditions under which Form-A-Co is prepared to act. 2.) Form-A-Co hereby covenants with the Client that it will not divulge to any third party any confidential information received from the Client or elsewhere in respect of the Client’s business, or use any such confidential information other than in the interests of the Client without the prior written consent of the Client unless compelled to do so by law. Form-A-Co hereby further covenants that it shall observe all obligations imposed on the company under management by all relevant authorities and make all records available subject to appropriate authorisation. 3.) Neither Form-A-Co nor its directors or staff shall be obliged to act in any manner which they consider may: 3.1 conflict with any provisions of the Memorandum and Articles of Association or Constitution of any Company or the Deeds of any Trust acquired by the Client in connection with the services provided by Form-A-Co. 3.2 expose them to any personal liability or risk of prosecution in any jurisdiction. 3.3 conflict with any laws of Gibraltar or otherwise be illegal. 4.) In consideration of Form-A-Co agreeing from time to time (at its discretion until notification is given by it to the contrary) at the Client’s request made hereby to accept instructions upon receipt of messages by e-mail, facsimile or telephone purporting to be instructions provided that: 4.1 any such e-mail or facsimile instructions appear or purport to be signed by the Client or his authorized representative; 4.2 the Client or his authorized rep...
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Related to TRANSFER OF ADMINISTRATION

  • Administration of Medication CONTRACTOR shall comply with the requirements of California Education Code section 49423 when CONTRACTOR serves a student that is required to take prescription and/or over-the-counter medication during the school day. CONTRACTOR may designate personnel to assist the student with the administration of such medication after the student’s parent(s) provides to CONTRACTOR: (a) a written statement from a physician detailing the type, administration method, amount, and time schedules by which such medication shall be taken; and (b) a written statement from the student’s parent(s) granting CONTRACTOR permission to administer medication(s) as specified in the physician’s statement. CONTRACTOR shall maintain, and provide to LEA upon request, copies of such written statements. CONTRACTOR shall maintain a written log for each student to whom medication is administered. Such written log shall specify the student’s name; the type of medication; the date, time, and amount of each administration; and the name of CONTRACTOR’s employee who administered the medication. CONTRACTOR maintains full responsibility for assuring appropriate staff training in the administration of such medication consistent with physician’s written orders. Any change in medication type, administration method, amount or schedule must be authorized by both a licensed physician and parent.

  • ADMINISTRATION OF CONTRACT NOTICES 5 MAINTENANCE OF RECORDS 5 SEVERABILITY CLAUSE 6 SUCCESSORS IN INTEREST 6 VENUE AND GOVERNING LAW 6 MODIFICATIONS AND AMENDMENTS REQUIRED TO CONFORM TO LEGAL AND ADMINISTRATIVE GUIDELINES 6 TERMINATION 6 INSURANCE 6 INDEMNIFICATION AND HOLD HARMLESS 9 INDEPENDENT CONTRACTOR 9 SUBCONTRACTING 9 CONFLICTS OF INTEREST 10 NON-DISCRIMINATION 10 III. EDUCATIONAL PROGRAM FREE AND APPROPRIATE PUBLIC EDUCATION 11 GENERAL PROGRAM OF INSTRUCTION 11 INSTRUCTIONAL MINUTES 12 CLASS SIZE 12 CALENDARS 13 DATA REPORTING 13 LEAST RESTRICTIVE ENVIRONMENT/DUAL ENROLLMENT 14 STATEWIDE ACHIEVEMENT TESTING 14 MANDATED ATTENDANCE AT LEA MEETINGS 14 POSITIVE BEHAVIOR INTERVENTIONS AND SUPPORTS 15 STUDENT DISCIPLINE 16 IEP TEAM MEETINGS 16 SURROGATE PARENTS AND XXXXXX YOUTH 17 DUE PROCESS PROCEEDINGS 17 COMPLAINT PROCEDURES 17 STUDENT PROGRESS REPORTS/REPORT CARDS AND ASSESSMENTS 18 TRANSCRIPTS 18 STUDENT CHANGE OF RESIDENCE 19 WITHDRAWAL OF STUDENT FROM PROGRAM 19 PARENT ACCESS 19 LICENSED CHILDREN’S INSTITUTION CONTRACTORS AND RESIDENTIAL TREATMENT CENTER CONTRACTORS 19 STATE MEAL MANDATE 20 MONITORING 20 IV. PERSONNEL CLEARANCE REQUIREMENTS 21 STAFF QUALIFICATIONS 21 VERIFICATION OF LICENSES, CREDENTIALS AND OTHER DOCUMENTS 22 STAFF ABSENCE 23 48. STAFF PROFESSIONAL BEHAVIOR 23 V. HEALTH AND SAFETY MANDATES HEALTH AND SAFETY 23 FACILITIES AND FACILITIES MODIFICATIONS 24 ADMINISTRATION OF MEDICATION 24 INCIDENT/ACCIDENT REPORTING 24 CHILD ABUSE REPORTING 24 SEXUAL HARASSMENT 25 REPORTING OF MISSING CHILDREN 25 VI. FINANCIAL ENROLLMENT, CONTRACTING, SERVICE TRACKING, ATTENDANCE REPORTING AND BILLING PROCEDURES 25 RIGHT TO WITHHOLD PAYMENT 26 PAYMENT FROM OUTSIDE AGENCIES 27 PAYMENT FOR ABSENCES 27 LEA and/or NONPUBLIC SCHOOL CLOSURE DUE TO EMERGENCY 28 INSPECTION AND AUDIT 28 RATE SCHEDULE 29 DEBARMENT CERTIFICATION 29 EXHIBIT A: RATES 32 EXHIBIT B: INDIVIDUAL SERVICES AGREEMENT 34 NONPUBLIC SCHOOL/AGENCY/RELATED SERVICES PROVIDER:  

  • Administration of Agreement All approvals referenced in this Agreement must be obtained from the parties' contract administrators or their designees. All notices must be given to the parties' contract administrators respectively. The OAG's contract administrator is Xxxxxxxxx X. Xxxxxx, Chief, Bureau of Advocacy and Grants Management. The Provider’s contract administrator will be provided at the time of execution. The parties will provide each other with written notification of any change in its designated representative for this Agreement. Such changes do not require a formal written amendment to this Agreement.

  • Administration of Plan The Plan is administered by the Committee appointed by the Company’s Board of Directors. The Committee has the authority to construe and interpret the Plan, to make rules of general application relating to the Plan, to amend outstanding awards pursuant to the Plan, and to require of any person receiving an award, at the time of such receipt or lapse of restrictions, the execution of any paper or the making of any representation or the giving of any commitment that the Committee shall, in its discretion, deem necessary or advisable by reason of the securities laws of the United States or any State, or the execution of any paper or the payment of any sum of money in respect of taxes or the undertaking to pay or have paid any such sum that the Committee shall in its discretion, deem necessary by reason of the Internal Revenue Code or any rule or regulation thereunder, or by reason of the tax laws of any State.

  • Grant Administration Grantee shall use the Grant funds only for the activities described in the approved Scope of Work. Grantee shall maintain financial records relating to the receipt and expenditure of all Grant funds in accordance with the terms set forth under this Agreement for a period of seven (7) years starting on the first day after final payment under the Agreement.

  • Administration and Collection SECTION 6.01.

  • Agreement Administration SBBC has delegated authority to the Superintendent of Schools or his/her designee to take any actions necessary to implement and administer this Agreement.

  • Administration and Collections Section 4.1.Appointment of the Servicer.....................................15 Section 4.2.Duties of the Servicer........................................

  • Removal of Administrator So long as any Notes are Outstanding, the Issuer shall not remove the Administrator without cause unless the Rating Agency Condition shall have been satisfied in connection with such removal.

  • Administration of the Agreement The Agreement shall be administered by the Board of Directors of the Company or its delegate (the “Administrator”). Subject to the provisions of the Agreement, the Administrator shall have full and final authority in its discretion to take any action with respect to the Agreement including, without limitation, the authority to (i) determine all matters relating to the payments; (ii) establish, amend and rescind rules and regulations for the administration of the Agreement; and (iii) construe and interpret the Agreement, to interpret rules and regulations for administering the Agreement and to make all other determinations deemed necessary or advisable for administering the Agreement. Except to the extent otherwise required under Section 409A of the Internal Revenue Code of 1986, as amended (“Code”), the Administrator shall have the authority, in its sole discretion, to accelerate the date that any Consultation Payments or Separation Payments which were not otherwise vested or earned shall become vested or earned in whole or in part without any obligation to accelerate such date with respect to any other employee. The Administrator also may in its sole discretion determine that Executive’s rights or payments under the Agreement shall be subject to reduction, cancellation, forfeiture or recoupment due to conduct by Executive that is determined by the Administrator to be detrimental to the business or reputation of the Company, including, without limitation, upon termination of employment for cause; violation of policies of the Company; or breach of non-solicitation, noncompetition, confidentiality or other restrictive covenants that apply to the Executive. In addition to action by meeting in accordance with applicable laws, any action of the Administrator with respect to the Agreement may be taken by a written instrument signed by the Administrator (including, where the Board or a committee serves as the Administrator, by written consent signed by all of the members of the Board, or all of the members of a committee, and any such action so taken by written consent shall be as fully effective as if it had been taken by a majority of the members at a meeting duly held and called). No individual shall be liable while acting as Administrator for any action or determination made in good faith with respect to the Agreement, and any such individual shall be entitled to indemnification and reimbursement in the manner provided in the Company’s certificate of incorporation and bylaws and/or under applicable law.

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