Common use of Agency; Authority Clause in Contracts

Agency; Authority. (a) The Manager shall act as the agent of the Company in originating, acquiring, structuring, financing and disposing of Investments, disbursing and collecting the Company’s funds, paying the debts and fulfilling the obligations of the Company, supervising the performance of professionals engaged by or on behalf of the Company and handling, prosecuting and settling any claims of or against the Company, the Board of Directors, holders of the Company’s securities or the Company’s representatives or assets. (b) In performing the services set forth in this Agreement, as an agent of the Company, the Manager shall have the right to exercise all powers and authority which are reasonably necessary and customary to perform its obligations under this Agreement, including the following powers, subject in each case to the terms and conditions of this Agreement, including, without limitation, the Investment Guidelines: (i) to purchase, exchange or otherwise acquire and to sell, exchange or otherwise dispose of, any Investment in a public or private sale; (ii) to execute Cross Transactions; (iii) to execute Principal Transactions; (iv) to execute Split Price Executions; (v) to borrow and, for the purpose of securing the repayment thereof, to pledge, mortgage or otherwise encumber Investments; (vi) to purchase, take and hold Investments subject to mortgages, liens or other encumbrances; (vii) to extend the time of payment of any liens or encumbrances which may at any time be encumbrances upon any Investment, irrespective of by whom the same were made; (viii) to foreclose, to reduce the rate of interest on, and to consent to the modification and extension of the maturity of any Investments, or to accept a deed in lieu of foreclosure; (ix) to join in a voluntary partition of any Investment; (x) to cause to be demolished any structures on any real estate Investment; (xi) to cause renovations and capital improvements to be made to any real estate Investment; (xii) to abandon any Investment deemed to be worthless; (xiii) to enter into joint ventures or otherwise participate in investment vehicles investing in Investments; (xiv) to cause any real estate Investment to be leased, operated, developed, constructed or exploited; (xv) to cause the Company to indemnify third parties in connection with contractual arrangements between the Company and such third parties; (xvi) to obtain and maintain insurance in such amounts and against such risks as are prudent in accordance with customary and sound business practices in the appropriate geographic area; (xvii) to cause any property to be maintained in good state of repair and upkeep; and to pay the taxes, upkeep, repairs, carrying charges, maintenance and premiums for insurance; (xviii) to use the personnel and resources of its Affiliates in performing the services specified in this Agreement; (xix) to hire third party service providers subject to and in accordance with Section 2(d); (xx) to designate and engage all third party professionals and consultants to perform services (directly or indirectly) on behalf of the Company or its Subsidiaries, including, without limitation, accountants, legal counsel and engineers; and (xxi) to take any and all other actions as are necessary or appropriate in connection with the Company’s Investments. (c) The Manager shall be authorized to represent to third parties that it has the power to perform the actions which it is authorized to perform under this Agreement.

Agency; Authority. (a) The Manager shall act as the agent of the Company in originating, developing, acquiring, structuring, financing financing, managing, renovating, leasing and disposing of Investments, disbursing and collecting the Company’s funds, paying the debts and fulfilling the obligations of the Company, supervising the performance of professionals engaged by or on behalf of the Company and handling, prosecuting and settling any claims of or against the Company, the Board of Directors, holders of the Company’s securities or the Company’s representatives or assets. (b) In performing the services set forth in this Agreement, as an agent of the Company, the Manager shall have the right to exercise all powers and authority which are reasonably necessary and customary to perform its obligations under this Agreement, including the following powers, subject in each case to the terms and conditions of this Agreement, including, without limitation, including the Investment Guidelines: (i) : to purchase, exchange or otherwise acquire and to sell, exchange or otherwise dispose of, any Investment in a public or private sale; (ii) to execute Cross Transactions; (iii) to execute Principal Transactions; (iv) to execute Split Price Executions; (v) ; to borrow and, for the purpose of securing the repayment thereof, to pledge, mortgage or otherwise encumber Investments; (vi) ; to purchase, take and hold Investments subject to mortgages, liens or other encumbrances; (vii) ; to extend the time of payment of any liens or encumbrances which may at any time be encumbrances upon any Investment, irrespective of by whom the same were made; (viii) ; to foreclose, to reduce the rate of interest on, and to consent to the modification and extension of the maturity of any Investments, or to accept a deed in lieu of foreclosure; (ix) ; to join in a voluntary partition of any Investment; (x) ; to cause to be demolished any structures on any real estate Investment; (xi) ; to cause renovations and capital improvements to be made to any real estate Investment; (xii) ; to abandon any Investment deemed to be worthless; (xiii) ; to enter into joint ventures or otherwise participate in investment vehicles investing in Investments; (xiv) ; to cause any real estate Investment to be leased, operated, developed, constructed or exploited; (xv) ; to cause the Company to indemnify third parties in connection with contractual arrangements between the Company and such third parties; (xvi) ; to obtain and maintain insurance in such amounts and against such risks as are prudent in accordance with customary and sound business practices in the appropriate geographic area; (xvii) ; to cause any property to be maintained in good state of repair and upkeep; and to pay the taxes, upkeep, repairs, carrying charges, maintenance and premiums for insurance; (xviii) ; to use the personnel and resources of its Affiliates in performing the services specified in this Agreement; (xix) Agreement without any additional costs or charges to the Company; to hire third third-party service providers subject to and in accordance with Section 2(d); (xx) 2; to designate and engage all third third-party professionals and consultants to perform services (directly or indirectly) on behalf of the Company or its SubsidiariesCompany, including, without limitation, including accountants, legal counsel and engineers; and (xxi) and to take any and all other actions as are necessary or appropriate in connection with the Company’s Investments. (c) The Manager shall be authorized to represent to third parties that it has the power to perform the actions which it is authorized to perform under this Agreement.

Agency; Authority. (a) The Manager shall act as the agent of the Company in originating, acquiring, structuring, financing and disposing of Investments, disbursing and collecting the Company’s funds, paying the debts and fulfilling the obligations of the Company, supervising the performance of professionals engaged by or on behalf of the Company and handling, prosecuting and settling any claims of or against the Company, the Board of Directors, holders of the Company’s securities Common Shares, Company LTIP Units, Units or Incentive Units or the Company’s representatives or assets. (b) In performing the services set forth in this Agreement, as an agent of the Company, the Manager shall have the right to exercise all powers and authority which are reasonably necessary and customary to perform its obligations under this Agreement, including the following powers, subject in each case to the terms and conditions of this Agreement, including, without limitation, the Investment Guidelines: (i) to purchase, exchange or otherwise acquire and to sell, exchange or otherwise dispose of, any Investment in a public or private sale; (ii) to execute Cross Transactions; (iii) to execute Principal Transactions; (iv) to execute Split Price Executions; (v) to borrow and, for the purpose of securing the repayment thereof, to pledge, mortgage or otherwise encumber Investments; (vi) to purchase, take and hold Investments subject to mortgages, liens or other encumbrances; (vii) to extend the time of payment of any liens or encumbrances which may at any time be encumbrances upon any Investment, irrespective of by whom the same were made; (viii) to foreclose, to reduce the rate of interest on, and to consent to the modification and extension of the maturity of any Investments, or to accept a deed in lieu of foreclosure; (ix) to join in a voluntary partition of any Investment; (x) to cause to be demolished any structures on any real estate Investment; (xi) to cause renovations and capital improvements to be made to any real estate Investment; (xii) to abandon any Investment deemed to be worthless; (xiii) to enter into joint ventures or otherwise participate in investment vehicles investing in Investments; (xiv) to cause any real estate Investment to be leased, operated, developed, constructed or exploited; (xv) to cause the Company to indemnify third parties in connection with contractual arrangements between the Company and such third parties; (xvi) to obtain and maintain insurance in such amounts and against such risks as are prudent in accordance with customary and sound business practices in the appropriate geographic area; (xvii) to cause any property to be maintained in good state of repair and upkeep; and to pay the taxes, upkeep, repairs, carrying charges, maintenance and premiums for insurance; (xviii) to use the personnel and resources of its Affiliates in performing the services specified in this Agreement; (xix) to hire third party service providers subject to and in accordance with Section 2(d); (xx) to designate and engage all third party professionals and consultants to perform services (directly or indirectly) on behalf of the Company or its Subsidiaries, including, without limitation, accountants, legal counsel and engineers; and (xxi) to take any and all other actions as are necessary or appropriate in connection with the Company’s Investments. (c) The Manager shall be authorized to represent to third parties that it has the power to perform the actions which it is authorized to perform under this Agreement.

Agency; Authority. (a) The Manager shall act as the agent of the Company Developer in originating, acquiring, structuring, financing and disposing of Investmentsfinancing, managing, renovating, disbursing and collecting the CompanyDeveloper’s funds, paying the debts and fulfilling the obligations of the CompanyDeveloper, supervising the performance of professionals engaged by or on behalf of the Company Developer and handling, prosecuting and settling any claims of or against the CompanyDeveloper, the Board of Directors, holders of the Company’s securities or the CompanyDeveloper’s representatives or assets. (b) In performing the services set forth in this Agreement, as an agent of the CompanyDeveloper, the Manager shall have the right to exercise all powers and authority which are reasonably necessary and customary to perform its obligations under this Agreement, including the following powers, subject in each case to the terms and conditions of this Agreement, including, without limitation, the Investment Development Guidelines: (i) : to purchase, exchange or otherwise acquire and to sell, exchange or otherwise dispose of, any Investment the Project in a public or private sale; (ii) ; to execute Cross Transactions; (iii) ; to execute Principal Transactions; (iv) to execute Split Price Executions; (v) ; to borrow and, for the purpose of securing the repayment thereof, to pledge, mortgage or otherwise encumber Investments; (vi) the Project; to purchase, take and hold Investments Project subject to mortgages, liens or other encumbrances; (vii) ; to extend the time of payment of any liens or encumbrances which may at any time be encumbrances upon any Investmentthe Project, irrespective of by whom the same were made; (viii) ; to foreclose, to reduce the rate of interest on, and to consent to the modification and extension of the maturity of any InvestmentsProject, or to accept a deed in lieu of foreclosure; (ix) ; to join in a voluntary partition of any Investment; (x) the Project; to cause to be demolished any structures on any real estate Investment; (xi) the Project; to cause renovations and capital improvements to be made to any real estate Investment; (xii) the Project; to abandon any Investment Project deemed to be worthless; (xiii) ; to enter into joint ventures or otherwise participate in investment vehicles investing in Investments; (xiv) Project; to cause any real estate Investment the Project to be leased, operated, developed, constructed or exploited; (xv) ; to cause the Company Developer to indemnify third parties in connection with contractual arrangements between the Company Developer and such third parties; (xvi) ; to obtain and maintain insurance in such amounts and against such risks as are prudent in accordance with customary and sound business practices in the appropriate geographic area; (xvii) ; to cause any property to be maintained in good state of repair and upkeep; and to pay the taxes, upkeep, repairs, carrying charges, maintenance and premiums for insurance; (xviii) ; to use the personnel and resources of its Affiliates in performing the services specified in this Agreement; (xix) ; to hire third party service providers subject to and in accordance with Section 2(d); (xx) 2; to designate and engage all third party professionals and consultants to perform services (directly or indirectly) on behalf of the Company Developer or its Subsidiaries, including, without limitation, accountants, legal counsel and engineers; and (xxi) and to take any and all other actions as are necessary or appropriate in connection with the CompanyDeveloper’s InvestmentsProject. (c) The Manager shall be authorized to represent to third parties that it has the power to perform the actions which it is authorized to perform under this Agreement.

Agency; Authority. (a) The Manager shall act as the agent of the Company in originating, developing, acquiring, structuring, financing financing, managing, renovating, leasing and disposing of Investments, disbursing and collecting the Company’s funds, paying the debts and fulfilling the obligations of the Company, supervising the performance of professionals engaged by or on behalf of the Company and handling, prosecuting and settling any claims of or against the Company, the Board of DirectorsTrustees, holders of the Company’s securities or the Company’s representatives or assets. (b) In performing the services set forth in this Agreement, as an agent of the Company, the Manager shall have the right to exercise all powers and authority which are reasonably necessary and customary to perform its obligations under this Agreement, including the following powers, subject in each case to the terms and conditions of this Agreement, including, without limitationincluding the Annual Budget, the Investment Guidelines: (i) Guidelines and the supervision of the Board of Trustees: to purchase, exchange or otherwise acquire and to sell, exchange or otherwise dispose of, any Investment in a public or private sale; (ii) to execute Cross Transactions; (iii) to execute Principal Transactions; (iv) to execute Split Price Executions; (v) ; to borrow and, for the purpose of securing the repayment thereof, to pledge, mortgage or otherwise encumber Investments; (vi) ; to purchase, take and hold Investments subject to mortgages, liens or other encumbrances; (vii) ; to extend the time of payment of any liens or encumbrances which may at any time be encumbrances upon any Investment, irrespective of by whom the same were made; (viii) ; to foreclose, to reduce the rate of interest on, and to consent to the modification and extension of the maturity of any Investments, or to accept a deed in lieu of foreclosure; (ix) ; to join in a voluntary partition of any Investment; (x) ; to cause to be demolished any structures on any real estate Investment; (xi) ; to cause renovations and capital improvements to be made to any real estate Investment; (xii) ; to abandon any Investment deemed to be worthless; (xiii) ; to enter into joint ventures or otherwise participate in investment vehicles investing in Investments; (xiv) ; to cause any real estate Investment to be leased, operated, developed, constructed or exploited; (xv) ; to cause the Company to indemnify third parties in connection with contractual arrangements between the Company and such third parties; (xvi) ; to obtain and maintain insurance in such amounts and against such risks as are prudent in accordance with customary and sound business practices in the appropriate geographic area; (xvii) ; to cause any property to be maintained in good state of repair and upkeep; and to pay the taxes, upkeep, repairs, carrying charges, maintenance and premiums for insurance; (xviii) ; to use the personnel and resources of its Affiliates in performing the services specified in this Agreement; (xix) Agreement without any additional costs or charges to the Company; to hire third third-party service providers subject to and in accordance with Section 2(d); (xx) 2; to designate and engage all third third- party professionals and consultants to perform services (directly or indirectly) on behalf of the Company or its SubsidiariesCompany, including, without limitation, including accountants, legal counsel and engineers; and (xxi) and to take any and all other actions as are necessary or appropriate in connection with the Company’s Investments. (c) The Manager shall be authorized to represent to third parties that it has the power to perform the actions which it is authorized to perform under this Agreement.

Agency; Authority. (a) The Manager shall act as the agent of the Company in originating, acquiring, structuring, financing and disposing of Investments, disbursing and collecting the Company’s funds, paying the debts and fulfilling the obligations of the Company, supervising the performance of professionals engaged by or on behalf of the Company and handling, prosecuting and settling any claims of or against the Company, the Board of Directors, holders of the Company’s securities or the Company’s representatives or assets. (b) In performing the services set forth in this Agreement, as an agent of the Company, the Manager shall have the right to exercise all powers and authority which are reasonably necessary and customary to perform its obligations under this Agreement, including the following powers, subject in each case to the terms and conditions of this Agreement, including, without limitation, the Investment Guidelines: (i) to purchase, exchange or otherwise acquire and to sell, exchange or otherwise dispose of, any Investment in a at public or private sale; (ii) to execute Cross Transactions; (iii) to execute Principal Transactions; (iv) to execute Split Price Executions; (v) to borrow and, for the purpose of securing the repayment thereof, to pledge, mortgage or otherwise encumber Investments; (viiii) to purchase, take and hold Investments subject to mortgages, liens mortgages or other encumbrancesliens; (viiiv) to extend the time of payment of any liens or encumbrances which may at any time be encumbrances upon any Investment, irrespective of by whom the same were made; (viiiv) to foreclose, to reduce the rate of interest on, and to consent to the modification and extension of the maturity of any Investments, or to accept a deed in lieu of foreclosure; (ixvi) to join in a voluntary partition of any Investment; (xvii) to cause to be demolished any structures on any real estate Investment; (xiviii) to cause renovations and capital improvements to be made to any real estate Investment; (xiiix) to abandon any real estate Investment deemed to be worthless; (xiiix) to enter into joint ventures or otherwise participate in investment vehicles investing in Investments; (xivxi) to cause any real estate Investment to be leased, operated, developed, constructed or exploited; (xv) to cause the Company to indemnify third parties in connection with contractual arrangements between the Company and such third parties; (xvixii) to obtain and maintain insurance in such amounts and against such risks as are prudent in accordance with customary and sound business practices in the appropriate geographic area; (xviixiii) to cause any property to be maintained in good state of repair and upkeep; and to pay the taxes, upkeep, repairs, carrying charges, maintenance and premiums for insurance; (xviiixiv) to use the personnel and resources of its Affiliates in performing the services specified in this Agreement; (xixxv) to hire third party service providers subject to and in accordance with Section 2(d2(e); (xxxvi) to designate and engage all third party professionals and consultants to perform services (directly or indirectly) on behalf of the Company or its Subsidiariesthe Company’s Affiliates, including, without limitation, accountants, legal counsel and engineers; and (xxixvii) to take any and all other actions as are necessary or appropriate in connection with the Company’s Investments. (c) The Manager shall be authorized to represent to third parties that it has the power to perform the actions which it is authorized to perform under this Agreement. (d) The Company does hereby constitute and appoint the Manager, and any officer of the Manager acting on its behalf from time to time, as the Company’s true and lawful representative and attorney-in-fact, in its name, place and stead to make, execute, sign, deliver and file any agreements, contracts, instruments, certificates or documents authorized by the Manager pursuant to this Section 4. This power of attorney is deemed to be coupled with an interest.

Agency; Authority. (a) The Manager shall act as the agent of the Company in originating, acquiring, structuring, financing financing, managing, renovating, leasing and disposing of Investments, disbursing and collecting the Company’s funds, paying the debts and fulfilling the obligations of the Company, supervising the performance of professionals engaged by or on behalf of the Company and handling, prosecuting and settling any claims of or against the Company, the Board of Directors, holders of the Company’s securities or the Company’s representatives or assets. (b) In performing the services set forth in this Agreement, as an agent of the Company, the Manager shall have the right to exercise all powers and authority which are reasonably necessary and customary to perform its obligations under this Agreement, including the following powers, subject in each case to the terms and conditions of this Agreement, including, without limitation, the Investment Guidelines: (i) : to purchase, exchange or otherwise acquire and to sell, exchange or otherwise dispose of, any Investment in a public or private sale; (ii) ; to execute Cross Transactions; (iii) ; to execute Principal Transactions; (iv) ; to execute Split Price Executions; (v) ; to borrow and, for the purpose of securing the repayment thereof, to pledge, mortgage or otherwise encumber Investments; (vi) ; to purchase, take and hold Investments subject to mortgages, liens or other encumbrances; (vii) ; to extend the time of payment of any liens or encumbrances which may at any time be encumbrances upon any Investment, irrespective of by whom the same were made; (viii) ; to foreclose, to reduce the rate of interest on, and to consent to the modification and extension of the maturity of any Investments, or to accept a deed in lieu of foreclosure; (ix) ; to join in a voluntary partition of any Investment; (x) ; to cause to be demolished any structures on any real estate Investment; (xi) ; to cause renovations and capital improvements to be made to any real estate Investment; (xii) ; to abandon any Investment deemed to be worthless; (xiii) ; to enter into joint ventures or otherwise participate in investment vehicles investing in Investments; (xiv) ; to cause any real estate Investment to be leased, operated, developed, constructed or exploited; (xv) ; to cause the Company to indemnify third parties in connection with contractual arrangements between the Company and such third parties; (xvi) ; to obtain and maintain insurance in such amounts and against such risks as are prudent in accordance with customary and sound business practices in the appropriate geographic area; (xvii) ; to cause any property to be maintained in good state of repair and upkeep; and to pay the taxes, upkeep, repairs, carrying charges, maintenance and premiums for insurance; (xviii) ; to use the personnel and resources of its Affiliates in performing the services specified in this Agreement; (xix) ; to hire third party service providers subject to and in accordance with Section 2(d); (xx) ; to designate and engage all third party professionals and consultants to perform services (directly or indirectly) on behalf of the Company or its Subsidiaries, including, without limitation, accountants, legal counsel and engineers; and (xxi) and to take any and all other actions as are necessary or appropriate in connection with the Company’s Investments. (c) The Manager shall be authorized to represent to third parties that it has the power to perform the actions which it is authorized to perform under this Agreement.

Agency; Authority. (a) The Manager shall act as the agent of the Company in originating, developing, acquiring, structuring, financing financing, managing, renovating, leasing and disposing of Investments, disbursing and collecting the Company’s funds, paying the debts and fulfilling the obligations of the Company, supervising the performance of professionals engaged by or on behalf of the Company and handling, prosecuting and settling any claims of or against the Company, the Board of Directors, holders of the Company’s securities or the Company’s representatives or assets. (b) In performing the services set forth in this Agreement, as an agent of the Company, the Manager shall have the right to exercise all powers and authority which are reasonably necessary and customary to perform its obligations under this Agreement, including the following powers, subject in each case to the terms and conditions of this Agreement, including, without limitation, including the Investment Guidelines: (i) : to purchase, exchange or otherwise acquire and to sell, exchange or otherwise dispose of, any Investment in a public or private sale; (ii) ; to execute Cross Transactions; (iii) ; to execute Principal Transactions; (iv) to execute Split Price Executions; (v) ; to borrow and, for the purpose of securing the repayment thereof, to pledge, mortgage or otherwise encumber Investments; (vi) ; to purchase, take and hold Investments subject to mortgages, liens or other encumbrances; (vii) ; to extend the time of payment of any liens or encumbrances which may at any time be encumbrances upon any Investment, irrespective of by whom the same were made; (viii) ; to foreclose, to reduce the rate of interest on, and to consent to the modification and extension of the maturity of any Investments, or to accept a deed in lieu of foreclosure; (ix) ; to join in a voluntary partition of any Investment; (x) ; to cause to be demolished any structures on any real estate Investment; (xi) ; to cause renovations and capital improvements to be made to any real estate Investment; (xii) ; to abandon any Investment deemed to be worthless; (xiii) ; to enter into joint ventures or otherwise participate in investment vehicles investing in Investments; (xiv) ; to cause any real estate Investment to be leased, operated, developed, constructed or exploited; (xv) ; to cause the Company to indemnify third parties in connection with contractual arrangements between the Company and such third parties; (xvi) ; to obtain and maintain insurance in such amounts and against such risks as are prudent in accordance with customary and sound business practices in the appropriate geographic area; (xvii) ; to cause any property to be maintained in good state of repair and upkeep; and to pay the taxes, upkeep, repairs, carrying charges, maintenance and premiums for insurance; (xviii) ; to use the personnel and resources of its Affiliates in performing the services specified in this Agreement; (xix) ; to hire third party service providers subject to and in accordance with Section 2(d); (xx) 2; to designate and engage all third party professionals and consultants to perform services (directly or indirectly) on behalf of the Company or its Subsidiaries, including, without limitation, including accountants, legal counsel and engineers; and (xxi) and to take any and all other actions as are necessary or appropriate in connection with the Company’s Investments. (c) The Manager shall be authorized to represent to third parties that it has the power to perform the actions which it is authorized to perform under this Agreement.