Agreement to Provide Management Services Sample Clauses

Agreement to Provide Management Services. MPL shall provide, or cause to be provided, the personnel and support services necessary for the routine or normal management of the equity and ownership rights of MLH in the MLH Pipelines, including without limitation, the receipt and handling of nominations for shipment, management, amendment and filing of all tariffs, oversight of budgets, and participation with such pipelines’ owners and operators in the review of the day-to-day operation and maintenance of such pipelines, and for Special Assignments as defined in Section 5.3, (collectively and individually referred to as “Management Services”). Without limiting the generality of the foregoing, unless otherwise instructed by MLH, MPL shall: (a) act as MLH’s agent (but without any liability as a fiduciary) in communications with the co-owners of the MLH Pipelines and with government authorities relating to the operation and maintenance of MLH’s ownership interests in the MLH Pipelines, where required by applicable laws, regulations, permit conditions, or agreements; (b) promptly pay and discharge, for and in the name of MLH, all expenses, costs and liabilities incurred by MLH with respect to its ownership interests in, and the operation, replacement, improvement or modification of, the MLH Pipelines to the extent sufficient funds are available for such purpose in the accounts maintained in accordance with Section 6.2; (c) file, store and maintain all ownership documents, operating agreements, drawings, descriptions, construction and maintenance records, inspection and testing records, custody transfer documents, and such other records of or pertaining to the MLH Pipelines as may be required by applicable laws, rules and regulations of governmental authorities or as may be requested by MLH; (d) provide financial reports, budgeting and accounting functions for MLH, including those matters required by governmental agencies or as requested by MLH for the ownership and management of the MLH Pipelines; (e) manage MLH’s respective portion of any environmental compliance of the MLH Pipelines in accordance with applicable federal and state laws and regulations; (f) provide legal support to MLH on issues relating to the ownership and operation of the MLH Pipelines; and (g) maintain such records, reports and other documents in connection with performing the services hereunder as are required by applicable federal and state laws and regulations, including any applicable rules and regulations of the U.S.
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Agreement to Provide Management Services. JFL hereby agrees to provide to Xxxxx and at Xxxxx'x request the management services ("Services") listed in Schedule "A" attached hereto and hereby made a part hereof. JFL's key personnel will devote as much of their business time and effort to the provision of Services hereunder as is reasonably required for the prompt and efficient accomplishment of the Services to be provided, and will not, except with Xxxxx'x express consent, accept undertakings for other clients that are likely to interfere or conflict with their availability to perform Services when required hereunder. JFL agrees further to comply with the reasonable directions of Xxxxx and to use its best efforts to promote Xxxxx'x interests.
Agreement to Provide Management Services. During the Term, HSM shall provide, or cause to be provided, certain services to MPC, as described in Exhibit A, as well as any Special Assignment Services that HSM agrees to provide to MPC in accordance with Section 3.2 (the “Management Services”). At all times during the Term, HSM shall: (a) have the authority to act on behalf of MPC in connection with the performance of the Management Services pursuant to this Agreement; and (b) perform all Management Services hereunder in a highly professional manner using reasonable care and diligence in accordance with all Applicable Laws.
Agreement to Provide Management Services. 2.1 The Company hereby requests from CDV, and CDV hereby agrees to provide to the Company, the Services. CDV, through the CDV Key Employees, will devote so much of its business time and effort to the provision of Services to ensure the prompt and efficient accomplishment of the Services, and will not, except with OMAHA’s expressed written consent, accept any undertakings for any other person or entity. CDV shall cause each CDV Key Employee to execute and deliver to OMAHA an agreement in the form of agreement attached hereto as Schedule 2.1 pursuant to the terms of which such person shall agree to (i) comply with all legal directives of the Board of Directors of OMAHA (the “Board”) (a) in conformity with the terms and provisions hereof and (b) as necessary to discharge his duties to CDV and (b) to use his best efforts to promote the interests of OMAHA and the OMAHA Subsidiaries. CDV, each CDV Key Employee and any other employee, representative and agent of CDV discharging the duty(ies) or task(s) previously discharged by a CDV Key Employee shall execute a Confidential Information, Non-Competition and Invention Assignment Agreement with the Company on or before July ___, 2008 in the form attached as Exhibit A (the “Confidentiality Agreement”)]. 2.2 Substantially all of the Services shall be provided to OMAHA by CDV through the CDV Key Employees. However, CDV shall otherwise be solely responsible for determining the method, details and means of performing the Services to OMAHA, and CDV may, at CDV’s own expense, employ or engage the service of such other employees or subcontractors as CXX xxxxx necessary to perform the Services (the “Additional CDV Service Providers”). Such Additional CDV Service Providers are not, and shall not be, the employees of OMAHA or any of its affiliates, and CDV shall be wholly responsible for the professional performance of the Services by the Additional CDV Service Providers such that the results are satisfactory to OMAHA in OMAHA’s sole discretion. CDV shall expressly advise each Additional CDV Service Provider of the terms of this Agreement, and shall require each Additional CDV Service Provider to execute a Confidentiality Agreement.
Agreement to Provide Management Services. MLH hereby agrees to provide to Scores the management services (the “Services”) listed in Schedule "A" attached hereto and hereby made a part hereof. MLH's key personnel will devote as much of their business time and effort to the provision of Services hereunder as is reasonably required for the prompt and efficient accomplishment of the Services to be provided. MLH agrees further to comply with the reasonable directions of Scores and to use its best efforts to promote Scores' interests.
Agreement to Provide Management Services. The MPC shall provide, or cause to be provided, the personnel and support services necessary for the routine or normal management of the Golf Course, excluding the position of Golf Course Superintendent, including without limitation, management, administration and of all oversight of budgets, and participation with City management in the review of the day-to-day operation and maintenance (collectively and individually referred to as “Management Services”). Without limiting the generality of the foregoing, unless otherwise instructed by the City Manager for the City of Xxxxxxx, the MPC shall: (a) operate a golf course, equipment rental and sales and other golf related commercial purposes to the public at all times that reasonable demand for such services exist. The hours of operation shall be in accordance with sound business practices associated with operating a golf facility of similar size; (b) offer food and dining at such times as deemed appropriate by the MPC. Additionally, the MPC may allow catering services for events held at the Clubhouse and may also provide snack foods, including but not limited to candies, chips, nuts, soft drinks, beef jerky and associated snack products; (c) keep the Premises adequately stocked with merchandise, and with sufficient staff to care for the patronage, and to conduct said business of the Golf Course in accordance with sound business practices associated with operating a golf course; (d) provide input and make recommendations for the maintenance of the Golf Course, at the oversight of the Golf Course Superintendent, including the maintenance of the greens, fairways and practice ranges; (e) create, provide and maintain all, financial reports, budgeting, accounting and other reports necessary for the operation of the Golf Course; (f) take any steps necessary for the continued operation of the License and ensure that all employees, agents and other persons engaging in activities which are the subject matter of this Agreement are fully advised and aware of any and all laws, rules and regulations relating to the purchase, handling, inventory control, sale and service of spirituous liquors. To that end, all bar employees of the MPC shall have basic liquor training provided by a trainer approved by the Arizona Department of Liquor Licenses and Control and all managers of the MPC shall have basic and management training from a like trainer. Certificates of Liquor Training shall be available for inspection at all times by th...
Agreement to Provide Management Services. The Advisor hereby agrees to provide to the Company at the Company's request the management services ("Services") listed on Schedule "A" hereto. The Advisor's key personnel will devote as much of their business time and effort to the provision of Services hereunder as is reasonably required for the prompt and efficient accomplishment of the Services to be provided.
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Agreement to Provide Management Services. JFL hereby agrees to provide to Elgar and at Elgar's request the management services ("Services") listed in Schedule "A" attached hereto and hereby made a part hereof. JFL's key personnel will devote as much of their business time and effort to the provision of Services hereunder as is reasonably required for the prompt and efficient accomplishment of the Services to be provided, and will not, except with Elgar's express consent, accept undertakings for other clients that are likely to interfere or conflict with their availability to perform Services when required hereunder. JFL agrees further to comply with the reasonable directions of Elgar and to use its best efforts to promote Elgar's interests.
Agreement to Provide Management Services 

Related to Agreement to Provide Management Services

  • Construction Management Services a. A-E may be required to review and recommend approval of submittals, shop drawings, Request for Information (RFI) and/or calculations for temporary structures such as trench shoring, false work and other temporary structural forms. b. A-E may be required to review and advise the County Representative on the overall project schedule, including staging and completion dates, duration, milestones, and interfaces. Immediately notify Representative if the proposed work schedule does not conform to the contract documents, including the plans, specifications, and permits or that may require special inspection or testing, or work stoppage. c. Review on a monthly basis the project schedule and/or Critical Path Method (CPM) schedule submitted by the Construction Contractor. Make recommendations concerning the Construction Contractor’s adherence thereto. Recommend possible solutions to scheduling problems so as to complete the project on time, within budget, and in accordance with the contract drawings and specifications. d. Review scope of work and identify potential contract change orders. Prepare independent cost estimates for any changes resulting from design revisions or change in field conditions. Prepare and recommend for approval all contract change orders. e. Evaluate the merit of any potential claims or requests for equitable adjustment submitted by the Construction Contractor. Prepare analysis of potential claims include recommendations regarding settlement of the claims. f. Assist County staff in project related issues with other Agencies, or departments, engineering and material testing support firms, CEQA consultants, utilities agencies, etc. g. Assist in community outreach meetings and media relations h. Review for acceptance/approval of Storm Water Pollution Prevention Plan (SWPPP) in accordance with the general Permit of Discharges of Storm Water Associated with Construction Activity (Construction General Permit, including dewatering/diversion plans per the State’s DeMinimus Permit).

  • Asset Management Services (i) Real Estate and Related Services: (a) Investigate, select and, on behalf of the Company, engage and conduct business with (including enter contracts with) such Persons as the Advisor deems necessary to the proper performance of its obligations as set forth in this Agreement, including but not limited to consultants, accountants, lenders, technical advisors, attorneys, brokers, underwriters, corporate fiduciaries, escrow agents, depositaries, custodians, agents for collection, insurers, insurance agents, developers, construction companies, Property Managers and any and all Persons acting in any other capacity deemed by the Advisor necessary or desirable for the performance of any of the foregoing services; (b) Negotiate and service the Company’s debt facilities and other financings; (c) Monitor applicable markets and obtain reports (which may be prepared by the Advisor or its Affiliates) where appropriate, concerning the value of investments of the Company; (d) Monitor and evaluate the performance of each asset of the Company and the Company’s overall portfolio of assets, provide daily management services to the Company and perform and supervise the various management and operational functions related to the Company’s investments; (e) Formulate and oversee the implementation of strategies for the administration, promotion, management, operation, maintenance, improvement, financing and refinancing, marketing, leasing and disposition of Properties, Loans and other Permitted Investments on an overall portfolio basis; (f) Consult with the Company’s officers and the Board and assist the Board in the formulation and implementation of the Company’s financial policies, and, as necessary, furnish the Board with advice and recommendations with respect to the making of investments consistent with the investment objectives and policies of the Company and in connection with any borrowings proposed to be undertaken by the Company; (g) Oversee the performance by the Property Managers of their duties, including collection and proper deposits of rental payments and payment of Property expenses and maintenance; (h) Conduct periodic on-site property visits to some or all (as the Advisor deems reasonably necessary) of the Properties to inspect the physical condition of the Properties and to evaluate the performance of the Property Managers; (i) Review, analyze and comment upon the operating budgets, capital budgets and leasing plans prepared and submitted by each Property Manager and aggregate these property budgets into the Company’s overall budget; (j) Coordinate and manage relationships between the Company and any co-venturers or partners; and (k) Consult with the Company’s officers and the Board and provide assistance with the evaluation and approval of potential asset dispositions, sales and refinancings. (ii) Accounting and Other Administrative Services: (a) Provide the day-to-day management of the Company and perform and supervise the various administrative functions reasonably necessary for the management of the Company; (b) From time to time, or at any time reasonably requested by the Board, make reports to the Board on the Advisor’s performance of services to the Company under this Agreement; (c) Make reports to the Conflicts Committee each quarter of the investments that have been made by other programs sponsored by the Advisor or any of its Affiliates, including KBS Realty Advisors LLC, as well as any investments that have been made by the Advisor or any of its Affiliates directly; (d) Provide or arrange for any administrative services and items, legal and other services, office space, office furnishings, personnel and other overhead items necessary and incidental to the Company’s business and operations; (e) Provide financial and operational planning services; (f) Maintain accounting and other record-keeping functions at the Company and investment levels, including information concerning the activities of the Company as shall be required to prepare and to file all periodic financial reports, tax returns and any other information required to be filed with the SEC, the Internal Revenue Service and any other regulatory agency; (g) Maintain and preserve all appropriate books and records of the Company; (h) Provide tax and compliance services and coordinate with appropriate third parties, including the Company’s independent auditors and other consultants, on related tax matters; (i) Provide the Company with all necessary cash management services; (j) Manage and coordinate with the transfer agent the dividend process and payments to Stockholders; (k) Consult with the Company’s officers and the Board and assist the Board in evaluating and obtaining adequate insurance coverage based upon risk management determinations; (l) Provide the Company’s officers and the Board with timely updates related to the overall regulatory environment affecting the Company, as well as managing compliance with such matters, including but not limited to compliance with the Xxxxxxxx-Xxxxx Act of 2002; (m) Consult with the Company’s officers and the Board relating to the corporate governance structure and appropriate policies and procedures related thereto; (n) Perform all reporting, record keeping, internal controls and similar matters in a manner to allow the Company to comply with applicable law, including federal and state securities laws and the Xxxxxxxx-Xxxxx Act of 2002; (o) Notify the Board of all proposed material transactions before they are completed; and (p) Do all things necessary to assure its ability to render the services described in this Agreement.

  • Investment Management Services (a) The Manager shall manage the Fund’s assets subject to and in accordance with the investment objectives and policies of the Fund and any directions which the Trust’s Board of Trustees may issue from time to time. In pursuance of the foregoing, the Manager shall make all determinations with respect to the investment of the Fund’s assets and the purchase and sale of its investment securities, and shall take such steps as may be necessary to implement the same. Such determinations and services shall include determining the manner in which any voting rights, rights to consent to corporate action and any other rights pertaining to the Fund’s investment securities shall be exercised. The Manager shall render or cause to be rendered regular reports to the Trust, at regular meetings of its Board of Trustees and at such other times as may be reasonably requested by the Trust’s Board of Trustees, of (i) the decisions made with respect to the investment of the Fund’s assets and the purchase and sale of its investment securities, (ii) the reasons for such decisions and (iii) the extent to which those decisions have been implemented. (b) The Manager, subject to and in accordance with any directions which the Trust’s Board of Trustees may issue from time to time, shall place, in the name of the Fund, orders for the execution of the Fund’s securities transactions. When placing such orders, the Manager shall seek to obtain the best net price and execution for the Fund, but this requirement shall not be deemed to obligate the Manager to place any order solely on the basis of obtaining the lowest commission rate if the other standards set forth in this section have been satisfied. The parties recognize that there are likely to be many cases in which different brokers are equally able to provide such best price and execution and that, in selecting among such brokers with respect to particular trades, it is desirable to choose those brokers who furnish research, statistical, quotations and other information to the Fund and the Manager in accordance with the standards set forth below. Moreover, to the extent that it continues to be lawful to do so and so long as the Board of Trustees determines that the Fund will benefit, directly or indirectly, by doing so, the Manager may place orders with a broker who charges a commission for that transaction which is in excess of the amount of commission that another broker would have charged for effecting that transaction, provided that the excess commission is reasonable in relation to the value of “brokerage and research services” (as defined in Section 28(e)(3) of the Securities Exchange Act of 1934) provided by that broker. Accordingly, the Trust and the Manager agree that the Manager shall select brokers for the execution of the Fund’s transactions from among: (i) Those brokers and dealers who provide quotations and other services to the Fund, specifically including the quotations necessary to determine the Fund’s net assets, in such amount of total brokerage as may reasonably be required in light of such services; and (ii) Those brokers and dealers who supply research, statistical and other data to the Manager or its affiliates which the Manager or its affiliates may lawfully and appropriately use in their investment management capacities, which relate directly to securities, actual or potential, of the Fund, or which place the Manager in a better position to make decisions in connection with the management of the Fund’s assets and securities, whether or not such data may also be useful to the Manager and its affiliates in managing other portfolios or advising other clients, in such amount of total brokerage as may reasonably be required. (c) The Manager shall render regular reports to the Trust, not more frequently than quarterly, of how much total brokerage business has been placed by the Manager, on behalf of the Fund, with brokers falling into each of the categories referred to above and the manner in which the allocation has been accomplished. (d) The Manager agrees that no investment decision will be made or influenced by a desire to provide brokerage for allocation in accordance with the foregoing, and that the right to make such allocation of brokerage shall not interfere with the Manager’s paramount duty to obtain the best net price and execution for the Fund. (e) Decisions on proxy voting shall be made by the Manager unless the Board of Trustees determines otherwise. Pursuant to its authority, the Manager shall have the power to vote, either in person or by proxy, all securities in which the Fund may be invested from time to time, and shall not be required to seek or take instructions from the Fund with respect thereto. The Manager shall not be expected or required to take any action other than the rendering of investment-related advice with respect to lawsuits involving securities presently or formerly held in the Fund, or the issuers thereof, including actions involving bankruptcy. In the case of class action suits involving issuers held in the Fund, the Manager may include information about the Fund for purposes of participating in any settlements.

  • Management Services Agreement The term "Management Services ----------------------------- Agreement" shall mean this Management Services Agreement by and between Practice and Business Manager and any amendments hereto.

  • Management Services The Adviser shall perform (or arrange for the performance by its affiliates of) the management and administrative services necessary for the operation of the Fund. The Adviser shall, subject to the supervision of the Board of Trustees, perform various services for the Portfolio, including but not limited to: (i) providing the Portfolio with office space, equipment and facilities (which may be its own) for maintaining its organization; (ii) on behalf of the Portfolio, supervising relations with, and monitoring the performance of, custodians, depositories, transfer and pricing agents, accountants, attorneys, underwriters, brokers and dealers, insurers and other persons in any capacity deemed to be necessary or desirable; (iii) preparing all general shareholder communications, including shareholder reports; (iv) conducting shareholder relations; (v) maintaining the Fund's existence and its records; (vi) during such times as shares are publicly offered, maintaining the registration and qualification of the Portfolio's shares under federal and state law; and (vii) investigating the development of and developing and implementing, if appropriate, management and shareholder services designed to enhance the value or convenience of the Portfolio as an investment vehicle. The Adviser shall also furnish such reports, evaluations, information or analyses to the Fund as the Fund's Board of Trustees may request from time to time or as the Adviser may deem to be desirable. The Adviser shall make recommendations to the Fund's Board of Trustees with respect to Fund policies, and shall carry out such policies as are adopted by the Trustees. The Adviser shall, subject to review by the Board of Trustees, furnish such other services as the Adviser shall from time to time determine to be necessary or useful to perform its obligations under this Contract.

  • Investment Advisory and Management Services The Investment Adviser hereby appoints the Subadviser to serve as subadviser to the Fund and the Subadviser hereby accepts such appointment. Subject to the supervision of the Investment Adviser, Subadviser will regularly provide the Fund with investment advice and investment management services concerning the investments of the Fund. The Subadviser will determine what securities shall be purchased, held or sold by the Fund and what portion of the Funds assets shall be held uninvested in cash and cash equivalents, subject always to the provisions of the Trusts Declaration of Trust and By-laws and the 1940 Act, and to the investment objectives, policies and restrictions applicable to the Fund (including, without limitation, the requirements of Subchapters L and M of the Internal Revenue Code of 1986, as amended) (the Code), as each of the same shall be from time to time in effect or set forth in the Funds Prospectus and Statement of Additional Information, as well as any other investment guidelines or policies the Board of Trustees or the Investment Adviser may from time to time establish and deliver in writing to the Subadviser. To carry out such determinations the Subadviser will exercise full discretion, subject to the preceding paragraph, and act for the Fund in the same manner and with the same force and effect as the Trust might or could do with respect to purchases, sales or other transactions, as well as with respect to all other things necessary or incidental to the furtherance or conduct of such purchases, sales or other transactions. Notwithstanding the foregoing, the Subadviser shall, upon written instructions from the Investment Adviser, effect such portfolio transactions for the Fund as the Investment Adviser may from time to time direct. Such instructions will be given in reasonable circumstances, including, without limitation, any termination of this Agreement. The Subadviser will also make its officers and employees available to meet with the officers of the Investment Adviser and the Trusts officers and Trustees at least quarterly on due notice to review the investments and investment program of the Fund in the light of current and prospective economic and market conditions. From time to time as the Board of Trustees of the Trust or the Investment Adviser may reasonably request, the Subadviser will furnish to the Investment Adviser and Trusts officers and to each of its Trustees, at the Subadvisers expense, reports on portfolio transactions and reports on issues of securities held by the Fund, all in such detail as the Trust or the Investment Adviser may reasonably request. The Subadviser shall maintain all books and records required by Rule 31a-1 under the 1940 Act relating to its responsibilities provided hereunder with respect to the Fund, and shall preserve such records for the periods and in a manner prescribed by Rule 31a-2 under the 1940 Act. The Subadviser shall permit the Investment Adviser, the Funds officers and its independent public accountants to inspect and audit such records at reasonable times during normal business hours upon due notice. If any occasion should arise in which the Subadviser gives any advice to its clients concerning the shares of the Fund, the Subadviser will act solely as investment counsel for such clients and not in any way on behalf of the Fund. The Subadvisers services to the Fund pursuant to this Agreement are not to be deemed to be exclusive, and it is understood that the Subadviser may render investment advice, management and other services to others.

  • Payment Services The Application allows the User to access some or all of the following Payment Services (depending on the services that the Partner has integrated). ● The opening of a Payment Account; ● Carrying out the following operations: o Withdrawal o Transfers (in/out) o Direct debits (in / out) o Payment transactions through a Card; ● Issuing of a Card, associated with the Payment Account; ● Card acquiring

  • Development Services During the term of this Agreement, the Provider agrees to provide to or on behalf of the Port the professional services and related items described in Exhibit A (collectively, the “Development Services”) in accordance with the terms and conditions of this Agreement. The Provider specifically agrees to include at least one Port representative in any economic development negotiations or discussions in which the Provider is involved concerning (i) a port-related business prospect or (ii) a business transaction which will ultimately require Port involvement, financial or otherwise.

  • Student Services a. High school students in dual credit courses will be given access to the College library, accorded appropriate privileges, and have adequate library resources convenient for use at the site where the course is offered. b. High school students in dual credit courses will be provided the academic support services, including academic advising and counseling, as those on the college campus. c. Prior to the start of each academic year, the High School and College shall collaborate on the development and communication of procedures for the provision of accommodations for students with disabilities enrolled in Dual Credit courses (“Established Procedures”). High School and College shall provide disability services in accordance with Established Procedures and applicable law. d. If a student is enrolled simultaneously in College and in high school in a dual credit program, the two schools may share information regarding the student, in accordance with FERPA. e. All other services provided to regular Dallas College students will also be provided to high school students enrolled in dual credit courses in accordance with applicable law and Dallas College policies.

  • Inpatient Services Hospital Rehabilitation Facility

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