Establishment and Maintenance Sample Clauses

Establishment and Maintenance. The parties agree to electronically link the functionality of their respective systems, using commercially reasonable efforts. Supplier will provide its Catalog(s) to UC in a file format that will interface seamlessly with UC’s eProcurement systems. These Catalog files will be in compliance with each UC Location’s eProcurement system and Order Data will be transmitted according to the appropriate cXML or xCBL standards as the case may be. For Hosted Catalogs, Supplier must provide UC with updated versions of the Catalog file with, at a minimum, full descriptions and images that Supplier currently utilizes for items offered in its proprietary websites and Punch-Out Catalogs. The parties will update each other regarding eCommerce specifications as needed from time to time. Supplier must notify UC’s Contract Administrator at least three (3) weeks in advance of the proposed Go Live Date if it will be requesting additions, deletions or modifications to the Catalogs. After such advance notification, Supplier must provide UC with Catalog files containing the requested additions, deletions or modifications with no less than the lead time directed by UC’s Contract Administrator; provided, however, that for all Catalogs that Supplier requests to have a January 1 Go Live Date, Supplier must submit proposed files no later than December 1. Upon UC’s approval of the new Catalog file, Supplier will make the updated version of the Catalog file effective on the Go Live Date on which UC and Supplier agree. If UC rejects a Catalog more than once because it does not meet UC’s acceptance criteria, the Contract Administrator will suspend Supplier’s price/content change until the date of Supplier’s next contracted change. If there is a conflict between a price in a Hosted Catalog and a Punch-Out Catalog, UC will be invoiced at the lower price. If the price discrepancy is due to UC’s failure to timely update a Hosted Catalog, Supplier may charge the higher price and UC will work with Supplier to rectify the problem as quickly as possible. All Supplier-provided pricing in any Catalogs, whether Hosted or Punch-Out, will be inclusive of all shipping, handling, fees and charges of any sort, except applicable taxes. Supplier is responsible for providing UC with Catalogs that contain accurate pricing and data in accordance with the Agreement. If UC determines there are errors in the pricing or data attributes of a Catalog, UC will notify Supplier of those errors in writing and reject t...

Establishment and Maintenance. A separate Capital Account will be maintained for each Member throughout the term of the Company in accordance with the rules of Treasury Regulation Section 1.704-l(b)(2)(iv). Each Member’s Capital Account will be increased by (1) the amount of money contributed by such Member to the Company; (2) the Fair Market Value of property contributed by such Member to the Company (net of liabilities secured by such contributed property that the Company is considered to assume or take the property subject to under Code Section 752); (3) allocations to such Member of Net Profits; and (4) any items in the nature of income or gain that are specially allocated to such Member pursuant to Sections 8.2 and 8.3. Each Member’s Capital Account will be decreased by (1) the amount of money distributed to such Member by the Company; (2) the Fair Market Value of property distributed to such Member by the Company (net of liabilities secured by such distributed property that such Member is considered to assume or take the property subject to under Code Section 752); (3) allocations to such Member of expenditures described in Code Section 705(a)(2)(B); (4) any items in the nature of deduction or loss that are specially allocated to such Member pursuant to Sections 8.2 and 8.3; and (5) allocations to such Member of Net Losses. In the event of a permitted sale or exchange of Units of the Company, the Capital Account of the transferor shall become the Capital Account of the transferee to the extent it relates to the transferred Units.

Establishment and Maintenance. A separate capital account ("Capital Account") will be maintained for each Member. The Capital Account of each Member will be determined and adjusted as follows: (1) Each Member's Capital Account will be credited with the cash and the initial Gross Asset Value of any other property contributed to the Company by the Member as Capital Contributions or Additional Capital Contributions, the Member's share of Profits under Section 9.3(b) hereof, any items in the nature of income or gain that are specially allocated to the Member under Section 9.3(c) hereof or Section 9.3(d) hereof and the amount of any Company liabilities that are assumed by the Member or secured by any Company property distributed to the Member. (2) Each Member's Capital Account will be debited with the amount of cash and the Gross Asset Value of any Company property distributed to the Member under this Agreement, the Member's share of Losses under Section 9.3(a) hereof, any items in the nature of deduction or loss that are specially allocated to the Member under Section 9.3(c) hereof or Section 9.3(d) hereof, and the amount of any liabilities of the Member assumed by the Company or which are secured by any property contributed by the Member to the Company. (3) If any interest in the Company is transferred in accordance with the terms of this Agreement, the transferee will succeed to the Capital Account of the transferor to the extent it relates to the transferred interest.

Establishment and Maintenance. A separate capital account (“Capital Account”) will be maintained for each Member. The Capital Account of each Member will be determined and adjusted as follows: (1) Each Member’s Capital Account will be credited with the Member’s Capital Contributions, the Member’s distributive share of Profits, any items in the nature of income or gain that are specially allocated to the Member under Sections 9.3(c) or 9.3(d), and the amount of any Company liabilities that are assumed by the Member or secured by any Company property distributed to the Member. (2) Each Member’s Capital Account will be debited with the amount of cash and the Gross Asset Value of any Company property distributed to the Member under any provision of this Agreement, the Member’s distributive share of Losses, any items in the nature of deduction or loss that are specially allocated to the Member under Section 9.3(c) or 9.3(d), and the amount of any liabilities of the Member assumed by the Company or which are secured by any property contributed by the Member to the Company. (3) If any interest in the Company is transferred in accordance with the terms of this Agreement, the transferee will succeed to the Capital Account of the transferor to the extent it relates to the transferred interest.

Establishment and Maintenance. (i) The Borrower shall not maintain or permit to be maintained any funds or accounts other than the Trust Agreement Funds, including the Project Reserve Funds. (ii) The Borrower shall fund, maintain, and make use of the Trust Agreement Funds, including the Project Reserve Funds in accordance with the terms and conditions set forth in the Trust Agreement.

Establishment and Maintenance. Concurrently with the execution and delivery of this Agreement, the Purchaser shall establish an account entitled "PLT Finance, L.P. Pioneer Program Funding Account" for its account at the Collection Agent, at Four Alba▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇A No.: 0210▇▇▇▇▇, ▇▇count No. 0141▇▇▇▇ ▇▇▇ further credit to 26446, Ref. "Pioneer Purchaser's Funding Account" (the "PURCHASER'S FUNDING ACCOUNT"), the operation of which shall be governed by this Article III. The Purchaser hereby appoints the Collection Agent as its agent to hold the Purchaser's Funding Account and all moneys on deposit therein, with the sole and exclusive right to withdraw or order a transfer of the Purchaser Deposited Funds from the Purchaser's Funding Account with full power of substitution, for the purpose of making any such withdrawal or ordering any such transfer of Purchaser Deposited Funds from the Purchaser's Funding Account, which appointment is coupled with an interest and is irrevocable, all in accordance with the terms of this Agreement; and the Distributor hereby consents to such appointment. Neither the Purchaser, the Program Administrator nor the Distributor shall have any right of withdrawal from the Purchaser's Funding Account, but may require application of amounts on deposit therein be made strictly in accordance with the terms of this Article III.

Establishment and Maintenance. A separate capital account (“Capital Account”) will be maintained for each Member. The Capital Account of each Member will be determined and adjusted as follows: (i) Each Member’s Capital Account will be credited with the Member’s Capital Contributions, the Member’s distributive share of Profits, any items in the nature of income or gain that are specially allocated to the Member under Sections 9.3(c) or 9.3(d), and the amount of any Company liabilities that are assumed by the Member or secured by any Company property distributed to the Member. (ii) Each Member’s Capital Account will be debited with the amount of cash and the Gross Asset Value of any Company property distributed to the Member under any provision of this Agreement, the Member’s distributive share of Losses, and any items in the nature of deduction or loss that are specially allocated to the Member under Section 9.3(c) or 9.3(d). (iii) If any interest in the Company is transferred in accordance with the terms of this Agreement, the transferee will succeed to the Capital Account of the transferor to the extent it relates to the transferred interest.

Establishment and Maintenance. OF THE MOD-CO ACCOUNT AND THE BASKET OF ASSETS A. ESTABLISHMENT OF THE MOD-CO ACCOUNT AND THE BASKET OF ASSETS As of the Effective Date, the Company shall establish: (1) A notional account in its records (the "Mod-Co Account"), which shall have no assets, and shall be used solely for purpose of calculation of the funds withheld by the Company under this Agreement, as hereinafter provided. At all times and for all purposes under this Agreement, the balance of funds withheld shall be deemed to be equal to the Mod-Co Account Balance. (2) A register in its records listing the Permitted Assets constituting the Basket of Assets. Upon creation of the Basket of Assets as of the Effective Date, the Company shall set the Cash Component so that the Value of the Basket of Assets equals the Mod-Co Account Balance as of such date and giving effect to the transactions contemplated by this Agreement to take place on such date. B. ADDITIONS TO AND SUBTRACTIONS FROM THE MOD-CO ACCOUNT (1) Immediately prior to the Effective Date, the Mod-Co Account Balance shall equal zero. (2) The following amounts shall be added to the Mod-Co Account Balance as of the dates indicated: (a) the initial retrocessional premium set forth in Article 5.A, as of the Effective Date; (b) the amount, if any, relating to the Novated Reinsurance Agreements that is deposited by the Retrocessionaire with the Company pursuant to the one-time true-up referred to in Article 5.A, as of the date of such deposit; (c) the Quota Share Percentage of all amounts (net of all allowances or expenses reimbursement in favor of the Cedents) received by the Company from Cedents under the Novated Reinsurance Agreements, as of the date of receipt; (d) the Interest Credit Amount for each calendar month, as of the last day of such month; (e) the amount of each payment by the Retrocessionaire on account of a Basket of Assets Deficit (as provided in Article 16.E), as of the date of such payment; (f) the amount of each payment by the Retrocessionaire pursuant to Article 7.A, as of the date of such payment; and (g) the amount of each Recovery credit (as provided in Article 8), as of the date of such credit. (3) The following amounts shall be subtracted from the Mod-Co Account Balance as of the dates indicated: (a) the Quota Share Percentage of the amount of all Reinsurance Loss paid by the Company, as of the date of such payment; (b) the amount of the Statutory Reserve Expense Payment for each calendar month, as of the last day ...

Establishment and Maintenance. A separate Capital Account will be maintained for each Unit Holder throughout the term of the Company. Each Unit Holder’s Capital Account will be increased by (1) the amount of money contributed by such Unit Holder to the Company; (2) the fair market value of property contributed by such Unit Holder to the Company (net of liabilities secured by such contributed property that the Company is considered to assume or take the property subject to under Code Section 752); (3) allocations to such Unit Holder of Net Profits; and (4) allocations to such Unit Holder of income and gain exempt from federal income tax. Each Unit Holder’s Capital Account will be decreased by (1) the amount of money distributed to such Unit Holder by the Company; (2) the fair market value of property distributed to such Unit Holder by the Company (net of liabilities secured by such distributed property that such Unit Holder is considered to assume or take the property subject to Code Section 752); (3) allocations to such Unit Holder of expenditures described in Code Section 705(a)(2)(B); (4) allocations to such Unit Holder of Net Losses. In the event of a permitted sale or exchange of a Membership Interest or an Economic Interest in the Company, the Capital Account of the transferor shall become the Capital Account of the transferee to the extent it relates to the transferred Membership Interest or Economic Interest.