Capacity and Authority to Act Sample Clauses

Capacity and Authority to Act. You and your officers, employees and agents are not authorized to make any representations concerning the Trust or the Shares to Customers or prospective Customers, excepting only accurate communication of factual information contained in the then-current prospectus and statement of additional information or such other communications as may be expressly authorized by the Trust. In performing your services under this Agreement, you shall act as agent for the Customer and shall have no authority to act as agent for the Trust. Upon request by the Trust, you shall provide the Trust with copies of any materials which are generally circulated by you to your Customers or prospective Customers.
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Capacity and Authority to Act. The Agent and its officers, employees and agents are not authorized to make any representations concerning the Trust or the Shares to Customers or prospective Customers, excepting only accurate communication of factual information contained in the then-current Prospectus and SAI offering Shares of the relevant Fund or such other communications as may be expressly authorized by the Trust. In performing its services under this Agreement, the Agent shall act as agent for the Customer and shall have no authority to act as agent for the Trust. Upon request by the Trust, the Agent shall provide the Trust with copies of any materials which are generally circulated by the Agent to its Customers or prospective Customers. The Agent and its officers and employees shall be available during normal business hours to consult with the Trust and the Trust's other service providers concerning the performance of the Agent's responsibilities under this Agreement.
Sample 1Sample 2Sample 3See All (8)
Capacity and Authority to Act. You and your officers, employees and agents are not authorized to make any representations concerning the Fund or the Shares to Customers or prospective Customers, excepting only accurate communication of factual information contained in the then-current prospectus and statement of additional information or such other communications as may be expressly authorized by the Fund. In performing your services under this Agreement, you shall act as agent for the Customer and shall have no authority to act as agent for the Fund. Upon request by the Fund, you shall provide the Fund with copies of any materials which are generally circulated by you to your Customers or prospective Customers.
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Capacity and Authority to Act. You and your officers, employees and agents are not authorized to make any representations concerning Tamarack or the Shares to Customers or prospective Customers, excepting only accurate communication of factual information contained in the then-current prospectus and statement of additional information or such other communications as may be expressly authorized by Tamarack. In performing your services under this Agreement, you shall act as agent for the Customer and shall have no authority to act as agent for Tamarack. Upon request by Tamarack, you shall provide Tamarack with copies of any materials which are generally circulated by you to your Customers or prospective Customers.
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Capacity and Authority to Act. The Agent and its officers, employees and agents are not authorized to make any representations concerning the Trust or the Shares to Customers or prospective Customers, excepting only accurate communication of factual information contained in the then-current Prospectus and Statement of Additional Information offering Shares of the relevant Fund or such other communications as may be expressly authorized by RFD. In performing its services under this Agreement, the Agent shall act as agent for the Customer and shall have no authority to act as agent for RFD or the Trust. Upon request by RFD, the Agent shall provide RFD with copies of any materials which are generally circulated by the Agent to its Customers or prospective Customers. The Agent and its officers and employees shall be available during normal business hours to consult with RFD and the Trust's other service providers concerning the performance of the Agent's responsibilities under this Agreement.
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Capacity and Authority to Act. The Agent and its officers, employees and agents are not authorized to make any representations concerning the Distributor, the SSgA Funds, the Funds or the Shares to Customers or prospective Customers, other than accurate communication of factual information contained in the then-current Prospectus and SAI offering Shares of the relevant Fund or such other communications as may be expressly authorized by the Distributor. In performing its services under this Agreement, the Agent shall have no authority to act as agent for the Distributor or the SSgA Funds other than as expressly set forth in this Agreement. Upon reasonable request by the Distributor, and subject to reasonable confidentiality requirements of Agent, the Agent shall make available to the Distributor copies of materials which are generally circulated by the Agent to its Customers or prospective Customers. The Agent shall be available upon reasonable advance notice during normal business hours to consult with the Distributor and the SSgA Funds' other service providers concerning the performance of the Agent's responsibilities under this Agreement.
Sample 1
Capacity and Authority to Act. The Private Placement Agent and its officers, employees and agents are not authorized to make any representations concerning the Trust or the Shares to investors or prospective investors, excepting only accurate communication of factual information contained in the then-current Confidential Offering Circular or such other communications as may be expressly authorized by the Trust. In performing the services under this Agreement, the Private Placement Agent shall act as an agent for the Trust. Upon request by the Trust, the Private Placement Agent shall provide the Trust with copies of any materials which are generally circulated by it to or prospective investors in the Trust.
Sample 1
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Capacity and Authority to Act. You and your officers, employees and agents are not authorized to make any representations concerning the Fund or the Shares to Shareholders or prospective Shareholders, excepting only accurate communication of factual information contained in the then-current prospectus and statement of additional information or such other communications as may be expressly authorized by the Fund. In performing your services under this Agreement, you shall act as agent for the Shareholder and shall have no authority to act as agent for the Fund. Upon request by the Fund, you shall provide the Fund with copies of any materials which are generally circulated by you to your Shareholders or prospective Shareholders.
Sample 1

Related to Capacity and Authority to Act

  • Capacity and Authority CTF has all requisite corporate or other power and authority to execute and deliver this Guarantee and to perform its obligations hereunder. The execution and delivery by CTF of this Guarantee, and the performance by CTF of its obligations hereunder, have been duly authorized by CTF, and no other corporate or other action on the part of CTF is required. This Guarantee has been duly executed and delivered by CTF and constitutes the valid and binding obligation of CTF, enforceable against CTF in accordance with its terms, except as the same may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar Laws now or hereafter in effect, affecting the enforcement of creditors’ rights generally.

  • Authority and Authorization Each of the Consultants has full power and authority to enter into this Plan and carry out the obligations hereunder. Execution of this Plan and performance by the Consultants hereunder constitutes a valid and binding obligation of the Consultants and performance hereunder will not violate any other agreement to which any of the Consultants is a party.

  • Powers and authority It has the power to enter into and perform, and has taken all necessary action to authorise the entry into and performance of, the Finance Documents to which it is or will be a party and the transactions contemplated by those Finance Documents.

  • Legal Power and Authority It has all necessary power and authority to execute, deliver and perform its obligations under this Agreement and to consummate the transactions contemplated hereby. It is an entity duly organized, validly existing and in good standing under the laws its jurisdiction of organization.

  • Authorization and Authority Each Lender hereby irrevocably appoints Citibank, N.A. to act on its behalf as the Agent hereunder and under its Note, if any, and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. Except as otherwise provided in Section 7.06, the provisions of this Article are solely for the benefit of the Agent and the Lenders, and the Borrower shall not have rights as a third party beneficiary of any of such provisions.

  • Incorporation and Authority The Company is an exempted company, duly incorporated, validly existing and in good standing under the laws of the Cayman Islands, and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. This Agreement is a legal, valid and binding agreement of the Company, enforceable against the Company in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

  • Appointment and Authority Each of the Lenders and the L/C Issuer hereby irrevocably appoints Bank of America to act on its behalf as the Administrative Agent hereunder and under the other Loan Documents and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Article are solely for the benefit of the Administrative Agent, the Lenders and the L/C Issuer, and neither the Borrower nor any other Loan Party shall have rights as a third party beneficiary of any of such provisions. It is understood and agreed that the use of the term “agent” herein or in any other Loan Documents (or any other similar term) 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. Instead such term is used as a matter of market custom, and is intended to create or reflect only an administrative relationship between contracting parties.

  • Organization and Authority The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

  • Capacity, Power and Authority (i) It is duly amalgamated and is validly subsisting under the laws of its jurisdiction of amalgamation and has all the requisite corporate capacity, power and authority to carry on its business as presently conducted and to own its property; and

  • Power and Authority to Act as a General Partner The General Partner has full limited liability company power and authority to act as the general partner of the Partnership in all material respects as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

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