TRANSFER OF ADMINISTRATION Sample Clauses
The "Transfer of Administration" clause defines the process by which the responsibility for managing certain duties, assets, or obligations is formally shifted from one party or entity to another. In practice, this clause outlines the conditions under which such a transfer can occur, the procedures to be followed, and any necessary approvals or documentation required to effectuate the change. For example, it may apply when a government agency delegates program oversight to another department, or when a company assigns contract management to a third party. The core function of this clause is to ensure a clear, orderly, and authorized transition of administrative control, thereby minimizing confusion and maintaining continuity in operations.
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.
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.
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.
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. • 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.
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.
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.
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/▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ (“Form-A-Co”) AND ....................................................................................................................................... Of................................................................................................................................... ....................................................................................................................................... (“the Client”) IT IS ▇▇▇▇▇▇ 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...