APPOINTMENT AND OBLIGATIONS OF THE ADVISER Sample Clauses

APPOINTMENT AND OBLIGATIONS OF THE ADVISER. Subject to the terms and conditions of this Agreement and the policies and control of the Fund's Board of Directors (the "Board"), the Fund, on behalf of the Series, hereby appoints the Adviser to serve as the investment adviser to the Series, to provide the investment advisory services set forth below in Section II. The Adviser agrees that, except as required to carry out its duties under this Agreement or otherwise expressly authorized, it is acting as an independent contractor and not as an agent of the Series and has no authority to act for or represent the Series in any way.
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APPOINTMENT AND OBLIGATIONS OF THE ADVISER. Subject to the terms and conditions of this Agreement and the policies and control of the Fund's Board of Trustees (the "Board"), the Fund hereby appoints the Adviser to serve as the investment adviser to the Fund, to provide the investment advisory services set forth below in Section II. The Adviser agrees that, except as required to carry out its duties under this Agreement or otherwise expressly authorized, it is acting as an independent contractor and not as an agent of the Fund and has no authority to act for or represent the Fund in any way.
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APPOINTMENT AND OBLIGATIONS OF THE ADVISER. The Adviser hereby appoints the Subadviser to render, to the Adviser with respect to the Fund, investment research and advisory services as set forth below in Section II, under the supervision of the Adviser and subject to the approval and direction of the Company's Board of Trustees (the "Board"), and the Subadviser hereby accepts such appointment, all subject to the terms and conditions contained herein. The Subadviser shall, for all purposes herein, be deemed an independent contractor and shall not have, unless otherwise expressly provided or authorized, any authority to act for or represent the Company or the Fund in any way or otherwise to serve as or be deemed an agent of the Company or the Fund.
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APPOINTMENT AND OBLIGATIONS OF THE ADVISER. Subject to the terms and conditions of this Agreement, the Adviser and the Fund, on behalf of the Series, hereby appoint the Subadviser to manage the assets of the Series as set forth below in Section II, under the supervision of the Adviser and subject to the approval and direction of the Fund's Board of Directors (the "Board"). The Subadviser hereby accepts such appointment and agrees that it shall, for all purposes herein, undertake such obligations as an independent contractor and not as an agent of the Adviser. The Subadviser agrees, that except as required to carry out its duties under this Agreement or otherwise expressly authorized, it has no authority to act for or represent the Series in any way.
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APPOINTMENT AND OBLIGATIONS OF THE ADVISER. Subject to the terms and conditions of this Agreement and the policies and control of the Company's Board of Directors (the "Board"), the Company, on behalf of the Series, hereby appoints the Adviser to serve as its investment adviser, to provide the investment advisory services set forth below in Section II. The Adviser agrees that, except as required to carry out its duties under this Agreement or otherwise expressly authorized, it is acting as an independent contractor and not as an agent of the Company and has no authority to act for or represent the Company in any way.
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APPOINTMENT AND OBLIGATIONS OF THE ADVISER. Subject to the terms and conditions of this Agreement, the Adviser and the Fund, on behalf of the Series, hereby appoint the Subadviser to manage the assets of the Series as set forth below in Section II, under the supervision of the Adviser and subject to the approval and direction of the Fund's Board of Directors (the "Board"). The Subadviser hereby accepts such appointment and agrees that it shall, for all purposes herein, undertake such obligations as an independent contractor and not as an agent of the Adviser. The Subadviser agrees that except as required to carry out its duties under this Agreement or as otherwise expressly authorized, it has no authority to act for or represent the Series, the Fund or the Adviser in any way. The Subadviser agrees that the Adviser shall have the right at all times upon reasonable notice to inspect the offices and the records of the Subadviser that relate to the Subadviser's performance of this Agreement.
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APPOINTMENT AND OBLIGATIONS OF THE ADVISER. The Adviser is hereby appointed to serve as the investment adviser to the Funds, to provide the investment advisory and administrative services set forth in Section II of this Agreement, subject to the terms of this Agreement and the policies and control of the Corporation's Board of Directors (the "Board"). The Adviser hereby accepts such employment. It is understood and agreed that the Adviser will enter into an Administrative Services Agreement with Transamerica Occidental Life Insurance Company (the "Administrator") under which the Administrator will furnish management and administrative personnel and services to assist the Adviser in carrying out its responsibilities under this Agreement including, without limitation, the responsibilities under Sections II.A., II.B., II.C., II.D., II.E., II.F. and II.L. of this Agreement, subject to the provisions of the 1940 Act and the Advisers Act. It is understood and agreed that the Administrator may enter into a Sub-Administration Agreement with State Street Bank and Trust Company (the "Sub-Administrator") under which the Sub-Administrator will furnish certain administrative services to assist the Administrator in carrying out its responsibilities under its Administrative Services Agreement, subject to the provisions of the 1940 Act and the Advisers Act. The Adviser shall, for all purposes herein, be deemed to be an independent contractor and shall have, unless otherwise expressly provided or authorized, no authority to act for or represent the Corporation in any way or otherwise be deemed an agent for the Corporation. The Adviser shall, for purposes of this Agreement, have and exercise full investment discretion and authority to act as agent for the Corporation in buying, selling or otherwise disposing of or managing the Corporation's investments, subject to the supervision of the Board.
Sample 1
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APPOINTMENT AND OBLIGATIONS OF THE ADVISER. The Adviser is hereby appointed to serve as the investment adviser to the Fund, to provide investment advisory services set forth below in Section II, subject to the terms of this Agreement and the policies and control of the Company's Board of Directors (the "Board"). The Adviser shall, for all purposes herein, be deemed an independent contractor and shall have, unless otherwise expressly provided or authorized, no authority to act for or represent the Fund in any way or otherwise be deemed an agent of the Fund.
Sample 1
APPOINTMENT AND OBLIGATIONS OF THE ADVISER. The Adviser is hereby appointed to serve as the investment adviser to the Funds, to provide the investment advisory and administrative services set forth in Section II of this Agreement, subject to the terms of this Agreement and the policies and control of the Corporation's Board of Directors (the "Board"). The Adviser hereby accepts such employment. It is understood and agreed that the Adviser may enter into an Administrative Services Agreement with Transamerica Occidental Life Insurance Company (the "Administrator") under which the Administrator will furnish management and administrative personnel and services to assist the Adviser in carrying out its responsibilities under this Agreement, subject to the provisions of the 1940 Act and the Advisers Act. It is understood and agreed that the Administrator may enter into a Sub-Administration Agreement with State Street Bank and Trust Company (the "Sub-Administrator") under which the Sub- Administrator will furnish certain administrative services to assist the Administrator in carrying out its responsibilities under its Administrative Services Agreement, subject to the provisions of the 1940 Act and the Advisers Act. The Adviser shall, for all purposes herein, be deemed to be an independent contractor and shall have, unless otherwise expressly provided or authorized, no authority to act for or represent the Corporation in any way or otherwise be deemed an agent for the Corporation. The Adviser shall, for purposes of this Agreement, have and exercise full investment discretion and authority to act as agent for the Corporation in buying, selling or otherwise disposing of or managing the Corporation's investments, subject to the supervision of the Board.
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Related to APPOINTMENT AND OBLIGATIONS OF THE ADVISER

  • Appointment and Obligations of the Remarketing Agent (a) The Company hereby appoints [—] as the exclusive Remarketing Agent, and, subject to the terms and conditions set forth herein, [—] hereby accepts appointment as Remarketing Agent, for the purpose of (i) remarketing the Remarketed Notes on behalf of the holders thereof, (ii) determining, in consultation with the Company, in the manner provided for herein and in the Purchase Contract and Pledge Agreement and the Supplemental Indenture, the Reset Rate for the Notes, and (iii) performing such other duties as are assigned to the Remarketing Agent in the Transaction Documents.

  • Rights and Obligations of the Parties 2.1 During the term of this Agreement, Party A’s rights and obligations include:

  • Duties and Obligations of BNY (a) Subject to the direction and control of each Fund’s Board and the provisions of this Agreement, BNY shall provide to each Fund (i) the administrative services set forth on Schedule I attached hereto and (ii) the valuation and computation services listed on Schedule II attached hereto.

  • Rights and Obligations of Party B 1. Party B’s Rights

  • Rights and Obligations of Members A. No Member shall be obligated to make capital contributions to the Company except as provided in Section 9A.

  • Rights and Obligations of Party A I. Rights of Party A

  • Rights and Obligations of Both Parties 5.1 Party A’s rights and Obligations

  • Rights and Obligations of the Limited Partners 8.1 Management of the Partnership. The Limited Partners shall not participate in the management or control of Partnership business nor shall they transact any business for the Partnership, nor shall they have the power to sign for or bind the Partnership, such powers being vested solely and exclusively in the General Partner.

  • Duties and Obligations of Administrative Agent The Administrative Agent shall not have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing, (a) the Administrative Agent shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing (the use of the term “agent” herein and in the other Loan Documents with reference to the Administrative Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law; rather, such term is used merely as a matter of market custom, and is intended to create or reflect only an administrative relationship between independent contracting parties), (b) the Administrative Agent shall have no duty to take any discretionary action or exercise any discretionary powers, except as provided in Section 11.03, and (c) except as expressly set forth herein, the Administrative Agent shall not have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to the Borrower or any of its Subsidiaries that is communicated to or obtained by the bank serving as Administrative Agent or any of its Affiliates in any capacity. The Administrative Agent shall be deemed not to have knowledge of any Default unless and until written notice thereof is given to the Administrative Agent by the Borrower or a Lender, and shall not be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty or representation made in or in connection with this Agreement or any other Loan Document, (ii) the contents of any certificate, report or other document delivered hereunder or under any other Loan Document or in connection herewith or therewith, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein or in any other Loan Document, (iv) the validity, enforceability, effectiveness or genuineness of this Agreement, any other Loan Document or any other agreement, instrument or document, (v) the satisfaction of any condition set forth in Article VI or elsewhere herein, other than to confirm receipt of items expressly required to be delivered to the Administrative Agent or as to those conditions precedent expressly required to be to the Administrative Agent’s satisfaction, (vi) the existence, value, perfection or priority of any collateral security or the financial or other condition of the Borrower and its Subsidiaries or any other obligor or guarantor, or (vii) any failure by the Borrower or any other Person (other than itself) to perform any of its obligations hereunder or under any other Loan Document or the performance or observance of any covenants, agreements or other terms or conditions set forth herein or therein. For purposes of determining compliance with the conditions specified in Article VI, each Lender shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender unless the Administrative Agent shall have received written notice from such Lender prior to the proposed closing date specifying its objection thereto.

  • Rights and Obligations of Limited Partners 8.1 No Participation in Management. No Limited Partner (other than a General Partner if it has acquired an interest of a Limited Partner) shall take part in the management of the Partnership’s business, transact any business in the Partnership’s name or have the power to sign documents for or otherwise bind the Partnership.

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