Appointment of Sub-Distributor Sample Clauses

Appointment of Sub-Distributor. The Distributor hereby appoints the Sub-Distributor as its agent to sell and to arrange for the sale of the Shares, on the terms and for the period set forth in this Agreement, and the Sub-Distributor hereby accepts such appointment and agrees to act hereunder directly and/or through the Funds' transfer agent in the manner set forth in the Prospectus (as defined below). It is understood and agreed that the services of the Sub-Distributor hereunder are not exclusive, and the Distributor may act as underwriter or distributor for the shares of any other registered investment company.
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Appointment of Sub-Distributor. The Distributor hereby appoints the Sub-Distributor as its agent to sell and to arrange for the sale of the Shares, on the terms and for the period set forth in this Agreement, and the Sub-Distributor hereby accepts such appointment and agrees to act hereunder directly and/or through the Funds’ transfer agent in the manner set forth in the Prospectus (as defined below). It is understood and agreed that the services of the Sub-Distributor hereunder are not exclusive, and the Distributor may continue to act as underwriter or distributor for the sale of Shares and appoint other sub-distributors from time to time.
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Appointment of Sub-Distributor. The Distributor may appoint sub-distributors as it deems fit and necessary, provided however that each such sub-distributor appointed by the Distributor shall have all the necessary AMFI certified qualifications and must have completed Know Your Distributor (KYD) registration prescribed by AMFI vide its circular dated August 27, 2010, necessary approvals or licenses required to act in such capacity and the Distributor will be responsible for the acts of the sub-distributors.
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Appointment of Sub-Distributor. Vertical hereby appoints Sub-Distributor as Vertical’s exclusive (even as to Vertical and its Affiliates) sub-distributor to market, promote, distribute and sell the Product in the Market under Vertical’s rights in and to the Regulatory Approvals and other rights granted to Vertical under the Cipher Agreement. The appointment under this Section 2.1 is subject to (a) any limitations or restrictions on Vertical’s rights to market, sell and distribute the Product in the Territory under the Cipher Agreement, which limitations and restrictions have been disclosed as of the Effective Date in writing to Sub-Distributor and (b) Vertical’s exclusive rights to market, sell and distribute the Product outside the Market.
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Appointment of Sub-Distributor. (a) AMGD hereby appoints Pantheon as a sub-distributor to introduce the Fund to Financial Intermediaries and other potential investors in connection with the Offering to “accredited investors” within the meaning of Regulation D under the Securities Act (the “Investors”), in a manner consistent with the terms of the Prospectus. (b) Pantheon hereby accepts its appointment as sub-distributor of the Fund to certain Financial Intermediaries and to potential Investors as described in Section 1(a). Pantheon will act on a “best efforts” basis and is not obligated to sell any Shares or to purchase any Shares for its own account. Pantheon will not have any authority to enter into transactions on behalf of the Fund, to accept Investors on behalf of the Fund, or to require the Fund to enter into any transactions. (c) AMGD will provide, or will cause the Fund to provide, Pantheon with information relevant to the Fund and the Offering that Pantheon reasonably deems necessary or advisable in order to permit Pantheon to provide its services hereunder, including any Prospectus. Pantheon also agrees to make available to Financial Intermediaries and to potential Investors additional material, data or other information relating to the Fund and its investment advisor as they may reasonably request, provided that Pantheon possesses the same or is able to obtain it without expending unreasonable effort or incurring unreasonable expense, and provided that such information is not confidential information of Pantheon, the Fund or any third party such as an underlying portfolio fund or manager. (d) Pantheon will promptly forward to AMGD any non-routine communications received from any securities or other regulatory authority in any jurisdiction relating to the Offering, and promptly notify AMGD of any claim, action, suit or proceeding to which Pantheon is made a party relating to the Offering. Similarly, AMGD will promptly forward to Pantheon any such communication received by AMGD during such period, and AMGD agrees to notify Pantheon promptly of any such claim, action, suit or proceeding to which AMGD becomes a party relating to the Offering. (e) Pantheon will not conduct the Offering by means of any marketing materials or representations (including materials delivered electronically) unless such materials or representations have been previously approved by AMGD. In addition, Pantheon will conduct the Offering in a manner consistent with the Prospectus, the written instructions of...
Sample 1
Appointment of Sub-Distributor. The parties hereto acknowledge and agree that Distributor will appoint On-Line as subdistributor (the "Sub-Distributor") of Copies pursuant to a sub-distribution agreement (the "SubDistribution Agreement") to be entered into between Distributor and On-Line. Distributor hereby agrees that the Sub-Distribution Agreement shall be subject to and will not conflict with the terms and conditions hereof, and that there shall be no material amendment to the SubDistribution Agreement without the prior written consent of Owner, which consent will not be unreasonably withheld.
Sample 1

Related to Appointment of Sub-Distributor

  • APPOINTMENT OF SUB-ADVISER The Adviser hereby appoints the Sub-Adviser to act as sub-adviser to the Portfolio(s), subject to the supervision and oversight of the Adviser and the Trust Board, and in accordance with the terms and conditions of this Agreement. The Sub-Adviser will be an independent contractor and will have no authority to act for or represent the Adviser or the Trust in any way or otherwise be deemed an agent of the Adviser or the Trust, except as expressly authorized in this Agreement or another writing by the Adviser or the Trust and the Sub-Adviser.

  • Appointment of Sub-Advisor In accordance with and subject to the Management Agreement, the Manager hereby appoints the Sub-Advisor to perform the services described in Section 2 below for investment and reinvestment of the securities and other assets of the Series, subject to the control and direction of the Manager and the Fund's Board of Directors, for the period and on the terms hereinafter set forth. The Sub-Advisor accepts such appointment and agrees to furnish the services hereinafter set forth for the compensation herein provided. The Sub-Advisor shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized, have no authority to act for or represent the Fund or the Manager in any way or otherwise be deemed an agent of the Fund or the Manager.

  • Appointment of Sub-processors Client acknowledges and agrees that (a) Data Processor’s Affiliates may be used as Sub-processors; and (b) Data Processor and/or Data Processor’s Affiliates respectively may engage third-party Sub-processors in connection with the provision of the Services.

  • APPOINTMENT OF SUBADVISER The Subadviser undertakes to act as investment subadviser to, and, subject to the supervision of the Trustees of North American Funds (the "Trust") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the "Portfolios"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way except as expressly authorized in this Agreement or another writing by the Trust and Adviser.

  • Appointment of Subcustodians The Custodian is hereby authorized to appoint one or more domestic subcustodians (which may be an affiliate of the Custodian) to hold Securities and monies at any time owned by the Fund. The Custodian is also hereby authorized when acting pursuant to Instructions to: 1) place Assets with any Foreign Custodian located in a jurisdiction which is not a Selected Country and with Euroclear, Clearstream, or any other transnational depository; and 2) place Assets with a broker or other agent as subcustodian in connection with futures, options, short selling or other transactions. When acting pursuant to such Instructions, the Custodian shall not be liable for the acts or omissions of any subcustodian so appointed.

  • Appointment of Subservicer The Servicer may at any time appoint a subservicer to perform all or any portion of its obligations as Servicer hereunder; provided, however, that the Rating Agency Condition shall have been satisfied in connection therewith (other than with respect to the appointment of CNHICA, as subservicer, with respect to the Receivables); and provided further, that the Servicer shall remain obligated and be liable to the Issuing Entity, the Trustee, the Indenture Trustee, the Certificateholders and the Noteholders for the servicing and administering of the Receivables in accordance with the provisions hereof without diminution of such obligation and liability by virtue of the appointment of such subservicer and to the same extent and under the same terms and conditions as if the Servicer alone were servicing and administering the Receivables. The fees and expenses of any subservicer shall be as agreed between the Servicer and such subservicer from time to time and none of the Issuing Entity, the Trustee, the Indenture Trustee, the Certificateholders or the Noteholders shall have any responsibility therefor.

  • Appointment of Special Servicer The Controlling Note Holder (or its Controlling Note Holder Representative) shall have the right (subject to the terms, conditions and limitations in the Lead Securitization Servicing Agreement) at any time and from time to time, with or without cause, to replace the Special Servicer then acting with respect to the Mortgage Loan and appoint a replacement Special Servicer with the Required Special Servicer Rating. Any designation by the Controlling Note Holder (or its Controlling Note Holder Representative) of a Person to serve as Special Servicer shall be made by delivering to each other Note Holder, the Master Servicer, the Special Servicer and each other party to the Lead Securitization Servicing Agreement a written notice stating such designation and satisfying the other conditions to such replacement as set forth in the Lead Securitization Servicing Agreement and delivering a Rating Agency Communication to each Rating Agency (or obtaining a Rating Agency Confirmation from each Rating Agency, but only if required by the terms of the Lead Securitization Servicing Agreement). The Controlling Note Holder shall be solely responsible for any expenses incurred in connection with any such replacement without cause. The Controlling Note Holder shall notify the other parties hereto of its termination of the then currently serving Special Servicer and its appointment of a replacement Special Servicer in accordance with this Section 7. If the Controlling Note Holder has not appointed a Special Servicer with respect to the Mortgage Loan as of the consummation of the securitization under the Lead Securitization Servicing Agreement, then the initial Special Servicer designated in the Lead Securitization Servicing Agreement shall serve as the initial Special Servicer but this shall not limit the right of the Controlling Note Holder (or its Controlling Note Holder Representative) to designate a replacement Special Servicer for the Mortgage Loan as aforesaid. If a Servicer Termination Event on the part of the Special Servicer has occurred that affects any Non-Controlling Note Holder, such Non-Controlling Note Holder shall have the right to direct the Trustee (or at any time that the Mortgage Loan is no longer included in a Securitization Trust, the Controlling Note Holder) to terminate the Special Servicer under the Lead Securitization Servicing Agreement solely with respect to the Mortgage Loan pursuant to and in accordance with the terms of the Lead Securitization Servicing Agreement. Each Note Holder acknowledges and agrees that any successor special servicer appointed to replace the Special Servicer with respect to the Mortgage Loan that was terminated for cause at a Non-Controlling Note Holder’s direction cannot at any time be the person (or an Affiliate thereof) that was so terminated without the prior written consent of such Non-Controlling Note Holder. Each Non-Controlling Note Holder shall be solely responsible for reimbursing the Trustee’s or the Controlling Note Holder’s, as applicable, costs and expenses, if not paid within a reasonable time by the terminated special servicer and, in the case of the Trustee, that would otherwise be reimbursed to the Trustee from amounts on deposit in the Lead Securitization’s “collection account”.

  • Appointment of the Distributor The Fund hereby appoints the Distributor as the principal underwriter and distributor of the Shares of the Fund to sell Shares to the public on behalf of the Fund and the Distributor hereby accepts such appointment and agrees to act hereunder. The Fund hereby agrees during the term of this Agreement to sell Shares of the Fund through the Distributor on the terms and conditions set forth below.

  • APPOINTMENT OF SUB-AGENTS; ENDORSEMENTS, ETC If and to the extent necessary to enable the Pledgee to perfect its security interest in any of the Collateral or to exercise any of its remedies hereunder, the Pledgee shall have the right to appoint one or more sub-agents for the purpose of retaining physical possession of the Collateral, which may be held (in the discretion of the Pledgee) in the name of the relevant Pledgor, endorsed or assigned in blank or in favor of the Pledgee or any nominee or nominees of the Pledgee or a sub-agent appointed by the Pledgee.

  • Appointment of Successor Servicer (a) Upon the Servicer’s receipt of notice of termination pursuant to Section 7.01 or the Servicer’s resignation pursuant to Section 6.05, the predecessor Servicer shall continue to perform its functions as Servicer under this Agreement, in the case of termination, only until the date specified in such termination notice or, if no such date is specified in a notice of termination, until receipt of such notice and, in the case of resignation, until the later of (i) the date forty-five (45) days from the delivery to the Trustees of written notice of such resignation (or written confirmation of such notice) in accordance with the terms of this Agreement and (ii) the date upon which the predecessor Servicer shall become unable to act as Servicer, as specified in the notice of resignation and accompanying Opinion of Counsel. In the event of the Servicer’s termination hereunder, the Indenture Trustee shall appoint a Successor Servicer, and the Successor Servicer shall accept its appointment (including its appointment as Administrator under the Administration Agreement as set forth in Section 7.02(b)) by a written assumption in form acceptable to the Trustees. In the event that a Successor Servicer has not been appointed at the time when the predecessor Servicer has ceased to act as Servicer in accordance with this Section, the Indenture Trustee without further action shall automatically be appointed the Successor Servicer and the Indenture Trustee shall be entitled to receive the Total Servicing Fee. Notwithstanding the above, the Indenture Trustee shall, if it shall be legally unable or unwilling so to act, appoint or petition a court of competent jurisdiction to appoint any established institution, having a net worth of not less than $50,000,000 and whose regular business shall include the servicing of automobile receivables (including light-duty trucks), as the successor to the Servicer under this Agreement. In no event shall the Successor Servicer be liable for the acts or omissions of any predecessor Servicer. (b) Upon appointment, the Successor Servicer (including the Indenture Trustee acting as Successor Servicer) shall (i) be the successor in all respects to the predecessor Servicer and shall be subject to all the responsibilities, duties and liabilities arising thereafter relating thereto placed on the predecessor Servicer and shall be entitled to the Total Servicing Fee and all the rights granted to the predecessor Servicer by the terms and provisions of this Agreement and (ii) become the Administrator pursuant to Section 1.09 of the Administration Agreement.

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