Notice to Subscribers and Members Sample Clauses

Notice to Subscribers and Members. It is the responsibility of Contract Holder to notify the Members of the termination of the Group Agreement in compliance with all applicable laws. However, We reserve the right to notify Members of termination of the Group Agreement for any reason, including non- payment of Premium. In accordance with the Certificate, the Contract Holder shall provide written notice to Members of their rights upon termination of coverage.
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Notice to Subscribers and Members. It is the responsibility of Contract Holder to notify the Members of the termination of the Group Agreement in compliance with all applicable laws. In the event we provide notice of cancellation for non-payment of premium to Contract Holder, Contract Holder agrees to promptly mail a legible, true copy of the notice of cancellation to all Subscribers at their current address. The notice of cancellation to Contract Holder will include: • the cause for cancellation, including reference to the applicable clause in the Group Agreement • a statement that the cause for cancellation was not due to the Member’s health status or requirements for health care services • that a Member who alleges that cancellation was due to the Member’s health status may request a review of cancellation by the Department of Managed Health Care • information regarding the Member’s COBRA, Cal-COBRA, conversion Coverage and HIPAA Individual coverage. Such notice must be mailed to Subscribers 15 days prior to the date of termination. If the Contract Holder fails to deliver the above-referenced notice of cancellation and deliver proof of mailing to Us, We will mail notice directly to the individual Subscribers: coverage will not end until the 15th day after HMO mails the notice. The Contract Holder is required to reimburse Us for the costs of such mailing and for all premiums accrued do to the non-performance of this contractual obligation. However, We reserve the right to notify Members of termination of the Group Agreement for any reason, including non-payment of Premium.
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Notice to Subscribers and Members. Except for non-payment of Premium, in the event a Member’s coverage under this Group Agreement terminates, We shall provide 45 days advance written notice to the Contract Holder of termination. In the case of termination due to non-payment of Premium, We shall provide 14 days advance written notice to the Contract Holder of termination. The Contract Holder shall mail promptly to each Member under this Group Agreement and the Certificate a true copy of any notice of termination of this Group Agreement. The notice shall include the Member’s conversion rights upon termination of this Group Agreement. The Contract Holder shall provide to Us proof of the mailing, including the date thereof. We reserve the right to notify Members of termination of the Group Agreement for any reason, including non-payment of Premium.
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Related to Notice to Subscribers and Members

  • Agreement to Subscribe 1.1 Purchase and Issuance of the Private Placement Units. (a) Upon the terms and subject to the conditions of this Agreement, the Subscriber hereby agrees to purchase from the Company, and the Company hereby agrees to sell to the Subscriber, on the Initial Closing Date (as defined below) 594,076 Private Placement Units in consideration of the payment of the Purchase Price. On the Initial Closing Date, the Company shall, at its option, deliver to the Subscriber the certificates representing the Securities purchased or effect such delivery in book-entry form. (a) On the date of the consummation of the closing of the over-allotment option, if any, in connection with the IPO or on such earlier time and date as may be mutually agreed by the Subscriber and the Company (an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date, a “Closing Date”), the Company shall issue and sell to the Subscriber, and the Subscriber shall purchase from the Company, up to 63,424 additional Private Placement Units (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the amount of the over-allotment option that is then exercised) at a price of $10.00 per Private Placement Unit for an aggregate purchase price of up to $634,240 (if the over-allotment option is exercised in full) (such amount, the “Over-allotment Purchase Price”). The Subscriber shall pay the Over-allotment Purchase Price by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee (“Continental”), on or prior to the Over-allotment Closing Date. On the Over-allotment Closing Date, upon the payment by the Subscriber of the Over-allotment Purchase Price, the Company shall, at its option, deliver a certificate evidencing the Private Placement Units purchased by the Subscriber on such date duly registered in the Subscriber’s name to the Subscriber, or effect such delivery in book-entry form.

  • Agreement to Subscribe Purchase Price (i) SELLER and BUYER are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by Rule 506 under Regulation D ("Regulation D") as promulgated by the United States Securities and Exchange Commission under the Securities Act; and (ii) BUYER hereby subscribes for Three Hundred (300) Preferred Shares, at a purchase price of One Thousand Dollars ($1,000) U.S. per share, convertible into Common Shares in accordance with the terms set forth in the Certificate of Designation attached as Exhibit A to this Agreement, for an aggregate purchase price of Three Hundred Thousand Dollars ($300,000) payable in United States Dollars at the Closing, as defined in Paragraph 5 hereof. (iii) BUYER shall pay the purchase price by delivering same day funds in United States Dollars to an escrow agent or as otherwise agreed between the parties, to be delivered to the order of SELLER upon delivery of the Shares. (iv) BUYER shall receive from SELLER at Closing, for no additional consideration, a number of three-year warrants ("Warrant" or "Warrants") to purchase one Common Share for every four Common Shares that BUYER would have received had BUYER converted the Preferred Shares at Closing (the "Warrant Shares"; the Common Shares and the Warrant Shares are sometimes hereinafter collectively referred to as the "Shares"). The Warrants shall have a strike price of $2.00 per share, and shall be exercisable as set forth in the form of Common Stock Purchase Warrant Certificate attached as Exhibit B to this Agreement.

  • NOTICE TO MEMBERS All notices to be given under the Agreement to the Members shall be given in writing and shall be deemed given: (i) when deposited in the mail to the address shown below of the Member entitled to receive notice, postage prepaid, registered or certified;

  • Notice to NASD In the event any person or entity (regardless of any NASD affiliation or association) is engaged to assist the Company in its search for a merger candidate or to provide any other merger and acquisition services, the Company will provide the following to the NASD and EBC prior to the consummation of the Business Combination: (i) complete details of all services and copies of agreements governing such services; and (ii) justification as to why the person or entity providing the merger and acquisition services should not be considered an "underwriter and related person" with respect to the Company's initial public offering, as such term is defined in Rule 2710 of the NASD's Conduct Rules. The Company also agrees that proper disclosure of such arrangement or potential arrangement will be made in the proxy statement which the Company will file for purposes of soliciting stockholder approval for the Business Combination.

  • Communications to Shareholders Upon timely written instructions, PFPC shall mail all communications by the Fund to its shareholders, including: (i) Reports to shareholders; (ii) Monthly or quarterly dividend reinvestment plan statements; (iii) Dividend and distribution notices; (iv) Proxy material; and (v) Tax form information. PFPC will receive and tabulate the proxy cards for the meetings of the Fund's shareholders.