Advisor Independence Sample Clauses

Advisor Independence. The Advisor shall for all purposes herein be deemed to be an independent contractor with respect to the Partnership, the General Partner and Other Advisors, and shall, unless otherwise expressly authorized, have no authority to act for or to represent the Partnership, the General Partner or any Other Advisor in any way or otherwise be deemed to be a general agent, joint venturer or partner of the Partnership, the General Partner or any Other Advisor, or in any way be responsible for the acts or omissions of the Partnership, the General Partner or any Other Advisor as long as it is acting independently of such person. The parties acknowledge that the Advisor has not been an organizer or promoter of the Partnership and has no responsibility and shall not be subject to liability in connection therewith. Nothing herein contained shall be deemed to require the Partnership or the Advisor to take any action contrary to the Partnership's Agreement of Limited Partnership or Certificate of Limited Partnership, or the Advisor's By-Laws or Articles of Incorporation, respectively, or any applicable statute, regulation or rule of any exchange or self-regulatory organization. The Partnership and the General Partner acknowledge that the Advisor's Trading Approach is its confidential property. Nothing in this Agreement shall require the Advisor to disclose the confidential or proprietary details of its Trading Approach. The Partnership and the General Partner further agree that they will keep confidential and will not disseminate the Advisor's trading advice to the Partnership, except as, and to the extent that, it may be determined by the General Partner to be (i) necessary for the monitoring of the business of the Partnership, including the performance of brokerage services by the Partnership's commodity broker(s), or (ii) expressly required by law or regulation.
Sample 1
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Advisor Independence. The Advisor shall for all purposes herein be deemed to be an independent contractor with respect to the Trust, the Managing Owner and any other commodity trading advisor (the "Other Advisor"), and shall, unless otherwise expressly authorized, have no authority to act for or to represent the Trust, the Managing Owner or any Other Advisor in any way or otherwise be deemed to be a general agent, joint venturer or owner of the Trust, the Managing Owner or any Other Advisor, or in any way be responsible for the acts or omissions of the Trust, the Managing Owner or any Other Advisor as long as it is acting independently of such person. The parties acknowledge that the Advisor has not been an organizer or promoter of the Trust and has no responsibility and shall not be subject to liability in connection therewith. Nothing herein contained shall be deemed to require the Trust or the Advisor to take any action contrary to the Trust Agreement or the Advisor's organizational documents, respectively, or any applicable statute, regulation or rule of any exchange or self-regulatory organization. The Trust and the Managing Owner acknowledge that the Advisor's Trading Approach is its confidential property. Nothing in this Agreement shall require the Advisor to disclose the confidential or proprietary details of its Trading Approach, except to the extent required by law or regulation. The Trust and the Managing Owner further agree that they will at all times keep secret and confidential and will not disseminate to any third party unless expressly authorized by the Advisor, the Advisor's trading advice to the Trust, except as, and to the extent that, it may be determined by the Managing Owner to be (i) reasonably necessary for the monitoring of the business of the Trust, including the performance of brokerage services by the Trust's commodity broker(s), or (ii) expressly required by law or regulation.
Sample 1
Advisor Independence. The Advisor is and shall for all purposes herein be deemed to be an independent contractor with respect to the Trust and the Managing Owner, and shall, unless otherwise expressly authorized, have no authority to act for or to represent the Trust or the Managing Owner in any way or otherwise be deemed to be a general agent of the Trust or the Managing Owner. The Advisor may, in its discretion, purchase Units in the Trust. The Trust and the Managing Owner acknowledge that the Trading Programs, including the trading instructions, method and systems, of the Advisor are the confidential property of the Advisor. Nothing in this Agreement shall require the Advisor to disclose the confidential or proprietary details of the Trading Programs. The Trust and the Managing Owner further agree that they will keep confidential and will not disseminate the Advisor's trading advice to the Trust to any Unitholder or to any of the customers, employees, agents, officers or directors of the Trust's broker or any other party, except as, and to the extent, reasonably determined by the Managing Owner to be (i) necessary for the conduct of the business of the Trust, including the performance of brokerage services by the Trust's commodity broker(s), or (ii) required by law or regulation. All such information related to trading advice acquired by the Trust or the Managing Owner shall be used solely to monitor the Advisor's trading on behalf of the Trust.
Sample 1Sample 2
Advisor Independence. The Advisor shall for all pur- poses herein be deemed to be an independent contractor with respect to the Partnership, the General Partner and each other commodity trading advisor that provides or may in the future provide commodity trading advisory services to the Partnership (the other Advisors and each such other commodity trading advisor being collectively referred to herein as the "Other Advisors"), and shall, unless otherwise expressly authorized, have no authority to act for or to represent the Partnership, the General Partner or any Other Advisor in any way or otherwise be deemed to be a general agent, joint venturer or partner of the Partnership, the General Partner or any Other Advisor, or in any way be responsible for the acts or omis- sions of the Partnership, the General Partner or any Other Advisor as long as it is acting independently of such person. The parties acknowledge that the Advisor has not been an organizer or promoter of the Partnership and has no responsibility and shall not be subject to liability in connection therewith. Nothing herein contained shall be deemed to require the Partnership or the Advisor to take any action contrary to the Partnership's Agreement of Limited Partnership or Certificate of Limited Partnership, or The Advisor's By-Laws or Articles of Incorporation, respectively, or any applicable statute, regulation or rule of any exchange or self-regulatory
Sample 1
Advisor Independence. The Advisor shall for all purposes herein be deemed to be an independent contractor with respect to the Client, the Managing Owner and each other commodity trading advisor that may in the future provide commodity trading advisory services to the Client and the Managing Owner and its affiliates, and shall, unless otherwise expressly authorized, have no authority to act for or to represent the Client, the Managing Owner or any other commodity trading advisor in any way or otherwise be deemed to be a general agent, joint venturer or partner of the Client, the Managing Owner, any other commodity trading advisor, or in any way be responsible for the acts or omissions of the Client, the Managing Owner, any other commodity trading advisor as long as it is acting independently of such persons.
Sample 1
Advisor Independence. Xxxxxx is and shall for all purposes herein be deemed to be an independent contractor with respect to the Partnership, the General Partners and the other trading advisors of the Partnership, and shall, unless otherwise expressly authorized, have no authority to act for or to represent the Partnership, the General Partners or the other trading advisors in any way or otherwise be deemed to be a general agent of the Partnership, the General Partners or the other trading advisors. The Partnership and the General Partners acknowledge that the Trading Approach of Xxxxxx is the confidential property of Xxxxxx. Nothing in this Agreement shall require Xxxxxx to disclose the confidential or proprietary details of Xxxxxx'x Trading Approach, except (i) to the extent required by law or regulation, (ii) to the extent that such details may have come to be disseminated to the general public through the actions or omissions of persons other than the General Partners or the Partnership, or (iii) to the extent such details are disclosed in the Registration Statement. The Partnership and the General Partners further agree that they will keep confidential and will not disseminate Xxxxxx'x trading advice to the Partnership, except as, and to the extent, that it may be determined by the General Partners to be (i) necessary for professional service providers or affiliates of the General Partners to provide ordinary business services to the Partnership, (ii) the performance of brokerage services with the Partnership's commodity broker(s), or (iii) required by law or regulation.
Sample 1
Advisor Independence. The Advisor shall for all purposes herein be deemed to be an independent contractor with respect to the Partnership, the General Partner and Other Advisors, and shall, unless otherwise expressly authorized, have no authority to act for or to represent the Partnership, the General Partner or any Other Advisor in any way or otherwise be deemed to be a general agent, joint venturer or partner of the Partnership, the General Partner or any Other Advisor, or in any way be responsible for the acts or omissions of the Partnership, the General Partner or any Other Advisor as long as it is acting independently of such person. The parties acknowledge that the Advisor has not been an organizer or promoter of the Partnership and has no responsibility and shall not be subject to liability in connection therewith. Nothing herein contained shall be deemed to require the Partnership or the Advisor to take any action contrary to the Partnership's Agreement of Limited Partnership or Certificate of Limited Partnership, or the Advisor's organizational documents, respectively, or any applicable statute, regulation or rule of any exchange or self-regulatory organization. The Partnership and the General Partner acknowledge that the Advisor's Trading Approach is its confidential property. Nothing in this Agreement shall require the Advisor to disclose the confidential or proprietary details of its Trading Approach. The Partnership and the General Partner further agree that they will keep confidential and will not disseminate the Advisor's trading advice to the Partnership, except as, and to the extent that, it may be determined by the General Partner to be (i) necessary for the monitoring of the business of the Partnership, including the performance of brokerage services by the Partnership's commodity broker(s), or (ii) expressly required by law or regulation.
Sample 1
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Advisor Independence 
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Related to Advisor Independence

  • Outside Activities of the Limited Partners Subject to the provisions of Section 7.5, which shall continue to be applicable to the Persons referred to therein, regardless of whether such Persons shall also be Limited Partners, any Limited Partner shall be entitled to and may have business interests and engage in business activities in addition to those relating to the Partnership, including business interests and activities in direct competition with the Partnership Group. Neither the Partnership nor any of the other Partners shall have any rights by virtue of this Agreement in any business ventures of any Limited Partner.

  • Information Concerning the Fund and SubAdviser From time to time as the Adviser or the Fund may request, the SubAdviser will furnish the requesting party information and reports on portfolio transactions and reports on Fund assets held in the portfolio, all in such detail, form and frequency as the Adviser or the Fund may reasonably request. The SubAdviser will also provide the Adviser with notice and analysis of events that may affect or relate to the valuation of the Fund’s portfolio.

  • Sub-Advisors The Advisor may from time to time, in its sole discretion to the extent permitted by applicable law, appoint one or more sub-advisors, including, without limitation, affiliates of the Advisor, to perform investment advisory services with respect to the Fund. The Advisor may terminate any or all sub-advisors in its sole discretion at any time to the extent permitted by applicable law.

  • Engagement of Independent Review Organization Within 60 days after the Effective Date, Xx. Xxxxxxxx shall engage an individual or entity, such as an accounting, auditing, or consulting firm (hereinafter “Independent Review Organization” or “IRO”), to perform the reviews listed in this Section III.C. The applicable requirements relating to the IRO are outlined in Appendix A to this IA, which is incorporated by reference.‌

  • Partners If the Partnership declines to purchase said ownership interest under said notice period, each Partner shall jointly and severally be given a first right of refusal within days’ notice to purchase the ownership interest under the same terms and conditions agreed upon by the potential buyer. If more than one (1) Partner agrees to purchase, they shall be obligated to share the terms of the purchase equally.

  • Outside Activities of Limited Partners Subject to any agreements entered into by a Limited Partner or its Affiliates with the General Partner, Partnership or a Subsidiary, any Limited Partner and any officer, director, employee, agent, trustee, Affiliate or stockholder of any Limited Partner shall be entitled to and may have business interests and engage in business activities in addition to those relating to the Partnership, including business interests and activities in direct competition with the Partnership or that are enhanced by the activities of the Partnership. Neither the Partnership nor any Partners shall have any rights by virtue of this Agreement in any business ventures of any Limited Partner or Assignee. Subject to such agreements, none of the Limited Partners nor any other Person shall have any rights by virtue of this Agreement or the partnership relationship established hereby in any business ventures of any other Person, other than the Limited Partners benefiting from the business conducted by the General Partner, and such Person shall have no obligation pursuant to this Agreement to offer any interest in any such business ventures to the Partnership, any Limited Partner or any such other Person, even if such opportunity is of a character which, if presented to the Partnership, any Limited Partner or such other Person, could be taken by such Person.

  • Information Concerning the Company i. The undersigned has reviewed a copy of the Form C. With respect to information provided by the Company, the undersigned has relied solely on the information contained in the Form C to make the decision to purchase the Shares. ii. The undersigned understands and accepts that the purchase of the Shares involves various risks, including the risks outlined in the Form C and in this Subscription Agreement. The undersigned represents that it is able to bear any and all loss associated with an investment in the Shares. iii. The undersigned confirms that it is not relying and will not rely on any communication (written or oral) of the Company, Wefunder, or any of their respective affiliates, as investment advice or as a recommendation to purchase the Shares. The undersigned understands that information and explanations related to the terms and conditions of the Shares provided in the Form C or otherwise by the Company, Wefunder or any of their respective affiliates shall not be considered investment advice or a recommendation to purchase the Shares, and that neither the Company, Wefunder nor any of their respective affiliates is acting or has acted as an advisor to the undersigned in deciding to invest in the Shares. The undersigned acknowledges that neither the Company, Wefunder nor any of their respective affiliates have made any representation regarding the proper characterization of the Shares for purposes of determining the undersigned's authority or suitability to invest in the Shares. iv. The undersigned is familiar with the business and financial condition and operations of the Company, all as generally described in the Form C. The undersigned has had access to such information concerning the Company and the Shares as it deems necessary to enable it to make an informed investment decision concerning the purchase of the Shares. v. The undersigned understands that, unless the undersigned notifies the Company in writing to the contrary at or before the Closing, each of the undersigned's representations and warranties contained in this Subscription Agreement will be deemed to have been reaffirmed and confirmed as of the Closing, taking into account all information received by the undersigned. vi. The undersigned acknowledges that the Company has the right in its sole and absolute discretion to abandon this offering at any time prior to the completion of the offering. This Subscription Agreement shall thereafter have no force or effect and the Company shall return any previously paid subscription price of the Shares, without interest thereon, to the undersigned. vii. The undersigned understands that no federal or state agency has passed upon the merits or risks of an investment in the Shares or made any finding or determination concerning the fairness or advisability of this investment. viii. The Undersigned has up to 48 hours before the campaign end date to cancel the purchase and get a full refund.

  • Tax Advisors The Holder has reviewed with its own tax advisors the U.S. federal, state and local and non-U.S. tax consequences of this investment and the transactions contemplated by this Warrant. With respect to such matters, the Holder relies solely on any such advisors and not on any statements or representations of the Company or any of its agents, written or oral. The Holder understands that it (and not the Company) shall be responsible for its own tax liability that may arise as a result of this investment and the transactions contemplated by this Warrant.

  • Disclosure to Representatives Recipient agrees that it shall maintain the Confidential Information in strict confidence and that the Confidential Information shall not, without Provider’s prior written consent, be disclosed by Recipient or by its affiliates, or their respective officers, directors, partners, employees, agents, or representatives (collectively, “Representatives”) in any manner whatsoever, in whole or in part, and shall not be used by Recipient or by its Representatives other than in connection with the Solicitation and the evaluation or negotiation of the Agreement; provided that, PG&E may use Confidential Information, consolidated with other market information and not specifically attributed to the Provider, to analyze or forecast market conditions or prices, for its own internal use or in the context of regulatory or other proceedings. Moreover, Recipient agrees to transmit the Confidential Information only to such of its Representatives who need to know the Confidential Information for the sole purpose of assisting Recipient with such permitted uses, as applicable; provided that, Recipient shall inform its Representatives of this Confidentiality Agreement and secure their agreement to abide in all material respects by its terms. In any event, Recipient shall be fully liable for any breach of this Confidentiality Agreement by its Representatives as though committed by Recipient itself.

  • Independent Entities Business Associate and Covered Entity are independent entities, and this Agreement will not establish any relationship of partnership, joint venture, employment, franchise, or agency between Business Associate and Covered Entity. Neither Business Associate nor Covered Entity will have the power to bind the other or incur obligations on the other Party’s behalf without the other Party’s prior written consent, except as otherwise expressly provided in this Agreement.

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