Western. LONDON agrees that it will keep records relating to its services hereunder in accordance with all applicable laws, and in compliance with the requirements of Rule 31a-3 under the 1940 Act, WESTERN LONDON hereby agrees that any records that it maintains for the Fund are the property of the Fund, and further agrees to surrender promptly to the Fund any of such records upon the Fund’s request. WESTERN LONDON further agrees to arrange for the preservation of the records required to be maintained by Rule 31a-1 under the 1940 Act for the periods prescribed by Rule 31a-2 under the 1940 Act.
(a) WESTERN LONDON, at its expense, shall supply the Board, the officers of the Fund, Xxxx Xxxxx Partners Fund Advisor, LLC and the Subadviser with all information and reports reasonably required by them and reasonably available to WESTERN LONDON relating to the services provided by WESTERN LONDON hereunder.
(b) WESTERN LONDON shall bear all expenses, and shall furnish all necessary services, facilities and personnel, in connection with its responsibilities under this Agreement. Other than as herein specifically indicated, WESTERN LONDON shall not be responsible for the Fund’s expenses, including, without limitation, advisory fees; distribution fees; interest; taxes; governmental fees; voluntary assessments and other expenses incurred in connection with membership in investment company organizations; organization costs of the Fund; the cost (including brokerage commissions, transaction fees or charges, if any) in connection with the purchase or sale of the Fund’s securities and other investments and any losses in connection therewith; fees and expenses of custodians, transfer agents, registrars, independent pricing vendors or other agents; legal expenses; loan commitment fees; expenses relating to share certificates; expenses relating to the issuing and redemption or repurchase of the Fund’s shares and servicing shareholder accounts; expenses of registering and qualifying the Fund’s shares for sale under applicable federal and state law; expenses of preparing, setting in print, printing and distributing prospectuses and statements of additional information and any supplements thereto, reports, proxy statements, notices and dividends to the Fund’s shareholders; costs of stationery; website costs; costs of meetings of the Board or any committee thereof, meetings of shareholders and other meetings of the Fund; Board fees; audit fees; travel expenses of officers, members of the Bo...
Western will as requested by the Manager oversee the maintenance of all books and records with respect to the investment transactions of the Fund in accordance with all applicable federal and state laws and regulations, and will furnish the Directors with such periodic and special reports as the Directors or the Manager reasonably may request.
Western. Singapore agrees that it will keep records relating to its services hereunder in accordance with all applicable laws, and in compliance with the requirements of Rule 31a-3 under the 0000 Xxx, Xxxxxxx Xxxxxxxxx hereby agrees that any records that it maintains for the Fund are the property of the Fund, and further agrees to surrender promptly to the Fund any of such records upon the Funds request. Western Singapore further agrees to arrange for the preservation of the records required to be maintained by Rule 31a-1 under the 1940 Act for the periods prescribed by Rule 31a-2 under the 1940 Act.
(a) Western Singapore, at its expense, shall supply the Board, the officers of the Trust, Xxxx Xxxxx Partners Fund Advisor, LLC and the Subadviser with all information and reports reasonably required by them and reasonably available to Western Singapore relating to the services provided by Western Singapore hereunder.
(b) Western Singapore shall bear all expenses, and shall furnish all necessary services, facilities and personnel, in connection with its responsibilities under this Agreement. Other than as herein specifically indicated, Western Singapore shall not be responsible for the Funds expenses, including, without limitation, advisory fees; distribution fees; interest; taxes; governmental fees; voluntary assessments and other expenses incurred in connection with membership in investment company organizations; organization costs of the Fund; the cost (including brokerage commissions, transaction fees or charges, if any) in connection with the purchase or sale of the Funds securities and other investments and any losses in connection therewith; fees and expenses of custodians, transfer agents, registrars, independent pricing vendors or other agents; legal expenses; loan commitment fees; expenses relating to share certificates; expenses relating to the issuing and redemption or repurchase of the Funds shares and servicing shareholder accounts; expenses of registering and qualifying the Funds shares for sale under applicable federal and state law; expenses of preparing, setting in print, printing and distributing prospectuses and statements of additional information and any supplements thereto, reports, proxy statements, notices and dividends to the Funds shareholders; costs of stationery; website costs; costs of meetings of the Board or any committee thereof, meetings of shareholders and other meetings of the Fund; Board fees; audit fees; travel expenses of officers...
Western. Capital shall, at its own expense, or if appropriate, the expense of the Trust, provide Golden American with at least three complete copies of all registration statements, prospectuses, statements of additional information, sales literature and other promotional materials, applications for exemptions, request for no-action letters, and any and all amendments to the foregoing, that relate to the Trust or its shares, promptly after the filing of such document with the SEC or other regulatory authorities or the submission of such document to the SEC staff whichever is applicable. Golden American or its affiliate shall, at its own expense, or if appropriate, the expense of the Trust, provide Golden American with at least three complete copies of all registration statements, prospectuses, statements of additional information, sales literature and other promotional materials, applications for exemptions, request for no-action letters, and any and all amendments to the foregoing, that relate to the Policies promptly after the filing of such document with the SEC or other regulatory authorities or the submission of such document to the SEC staff whichever is applicable.
(a) Subject to the limitations of subparagraphs (b)and (c) of this Section 17 of this Agreement, Western Capital agrees to indemnify and hold harmless Golden American and each of its directors, officers, and employees and each person, if any, who controls Golden American within the meaning of Section 15 of the Securities Act (collectively, the "Indemnified Parties") against any and all losses, claims, damages, liabilities (including amounts paid in settlement with the written consent of Western Capital) or litigation expenses (including legal and other expenses) to which the Indemnified Parties may become subject under any statute, at common law or otherwise, insofar as such losses, claims, damages, liabilities, or expenses (or actions in respect thereof) or settlements are related to the operation of the Trust, and: (i) arise as a result of any failure by Western Capital to provide the services and furnish the materials under the terms of this Agreement to which it is subject (including a failure to meet its responsibilities under Sections 8 and 9 of this Agreement); or (ii) arise out of or result from any material breach of any representation or warranty made by Western Capital in this Agreement or arise out of or result from any other material breach of this Agreement by Western Capital.
(b) Wes...
Western designates Christmas Day or New Year’s Day to be on days other than December 25 or January 1 respectively, the days designated under Article 21.01 shall not be considered holidays for any employee who works on December 25 and/or January 1.
Western may discharge a probationary employee for any reason unless the discharge is shown to have been made in bad faith or in violation of Article 4. A probationary employee who receives a written warning, a suspension or discharge shall be sent a letter confirming the action within four (4) days of the event. A copy of the letter shall be forwarded to the Business Manager of UWOSA.
Western. Singapore assumes no responsibility under this Agreement other than to render the services called for hereunder, in good faith, and shall not be liable for any error of judgment or mistake of law, or for any loss arising out of any investment or for any act or omission in the execution of securities transactions for the Fund, provided that nothing in this Agreement shall protect Western Singapore against any liability to the Subadviser, Xxxx Xxxxx Partners Fund Advisor, LLC or the Fund to which Western Singapore would otherwise be subject by reason of willful misfeasance, bad faith, or gross negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties hereunder. As used in this Section 9, the term Western Singapore shall include any affiliates of Western Singapore performing services for the Trust or the Fund contemplated hereby and the partners, shareholders, directors, officers and employees of Western Singapore and such affiliates.
Western. Digital Corporation, a Delaware corporation (the “Lead Borrower”), and certain other parties have executed and delivered to the Collateral Agent that certain Security Agreement dated as of June 20, 2023 (such Security Agreement, as the same may from time to time be amended, restated, amended and restated, modified or restated, including supplements thereto which add additional parties as Debtors thereunder, being hereinafter referred to as the “Security Agreement”), pursuant to which such parties (the “Existing Debtors”) have granted to the Collateral Agent for the benefit of the Secured Parties a lien on and security interest in the Existing Debtors’ Collateral to secure the Secured Obligations.
Western. Capital and Golden American each further agrees to pay the Trust one half of the amount by which expenses, other than extraordinary expenses, incurred by the Trust in behalf of the Limited Maturity Bond Series between April 13, 1989 and April 13, 1990 exceed 1.0% of the Limited Maturity Bond Series' average daily net assets during such period. Such payments shall be made (1) on December 31, 1989 with respect to expenses incurred by the Trust between April 13, 1989 and December 31, 1989, and (2) on April 13, 1990 with respect to expenses incurred by the Trust between January 1, 1990 and April 13, 1990."
