Res90 11396 - Laserfiche WebLink

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-1 Corporate Actions and shall not be obligated to take any action unless actual notice has been received by Bank If the Corporate Action is not discretionary, Bank shall take appropriate action without waiting for Client's instruction- If a Corporate Action has a fixed expiration dare, and Bank has not received written instructions regarding it from Client five (5) business days prior to such date, Bank shall take such action as it deems appropriate in its sole discretion_ 3-3 I"ractional Interests. Bank shall receive and retain all stock distributed by a corpora- tion as a dividend, stock split, or otherwise. However, in connection therewith, if a fractional share is received, Bank shall sell such fractional share. 'I l 3.4 Use of Nominees. Bank shall have the right to hold all registered securities in the name of its nominee_ 3.5 Use of Securities Depository. Bank may, in its discretion, deposit in a securities depository any securities which, under applicable law, are eligible to be so deposited_ 4_ Pledge of Securities. Client shall inform Bank in writing in the event that Client has pledged any Property held in the Account as collateral ("Pledged Collateral") for any loan or advance ("Secured Obligation") made to Client by The Bank of California, NA, or by any other lender designated by Client, ("Secured Party"). Client's notice to Bank shall precisely identify the Pledged Collateral and state the name, address, telephone number and telex number of the Secured Party and the appropriate officer, if any, to contact in connection with the Pledged Collateral, and Client shall provide evidence that a copy of such notice has been provided to the Secured Party_ Client shall be responsible to Bank for keeping Bank informed of any changes to this information, and Bank shall be fully protected in relying on any such notice until receipt of a notice providing additional or substituted information- Bank shall segregate and identify such Property in its records as pledged_ Notwithstanding anything to the contrary contained in this Agreement, by providing the notice referred to above, Client acknowledges and agrees that the terms of this Custody Agreement are superseded by the terms of any pledge or security agree- ment covering the Pledged Collalteral, and that Bank cannot release the Pledged Collateral or allow Client to substitute any other Property for the Pledged Collateral without the prior written consent of the Secured Party_ In the event that the Secured Party shall notify the Bank in writing of a default of such Secured Obligation, Bank shall follow, with no further obligation, the written instructions of the Secured Party regarding the Pledged Collateral and shall be fully protected in so doing- Any interest or principal payments due on the Secured Obligation may be charged to the Account upon written instruction from Client 5- Proxies and CO!'Porate Literature. 5_1 Proxies. Bank shall forward all proxies and accompanying material issued by any company whose securities are held in the Account to Client unless directed in writing by Client not to do so_ 5.2 Corporate Literature. Bank shall have no duty to forward or retain any other cor- porate material received by the Account unless required to do so by law_ 5-3 Disclosure to Issuers of Securities. Unless Client directs the Bank in writing to the contrary, Client agrees that Bank may disclose the name and address of the party with the authority to vote the proxies of the securities held in this Account, as well as the number of shares held, to any issuer of said securities or its agents upon the written request of such issuer or agent in conformity with the provisions of applicable law. 1RS-16014 (2-89) Page 2