Centralized Purchasing Sample Clauses

Centralized Purchasing. If the other hotels operated by the Manager (or some of them) adopt a centralized purchasing system whereby operating supplies, food or consumables are purchased for the participating hotels from suppliers designated by the Manager, who may be affiliated with the Manager, then the Manager may cause the Hotel to participate in such centralized purchasing system, provided that the terms and conditions of such arrangement, taking into account the quality of the services and of the items purchased and the cost and payment terms to the Hotel of the items purchased, not less favorable to the Hotel than those, which could be obtained by the Hotel from unaffiliated third parties. All proposed arrangements of whatsoever kind or nature with respect to the operations of the Hotel between the Manager and any person or entity affiliated, directly or indirectly, with the Manager (or any owner of the Manager) shall be disclosed in writing to the Owner by the Manager and shall be subject to the prior written consent of the Owner.
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Centralized Purchasing. Manager, at its discretion, may adopt a centralized purchasing system whereby services or Equipment and Supplies are procured and/or purchased for participating golf courses from suppliers designated by Manager or from or through any of Manager’s Affiliates (“Centralized Purchasing”). Manager may cause the Golf Course to participate in such Centralized Purchasing and Manager or an Affiliate of Manager shall receive pro-rata reimbursement for any additional overhead expense attributable to Centralized Purchasing. At the request of Owner, Manager shall furnish to Owner a price list of all services or Equipment and Supplies proposed or to be purchased by Manager through its Centralized Purchasing. Notwithstanding the foregoing, the cost to the Golf Course of any purchase accomplished through the Centralized Purchasing, (including the aforementioned fee) taking into account the quality and payment terms of the items purchased, shall be no greater than the cost of which such services and items could be obtained by Golf Course from unaffiliated third parties, (without payment of the aforementioned expense reimbursement). If such maximum amount is determined to have been exceeded, the excess shall be rebated immediately by Manager to Owner. All such purchases shall be made by Manager as agent for and at the sole risk of Owner. Manager makes no representations or warranty with respect to such services and items so purchased and shall not be responsible for defects in any property acquired, but shall enforce third party warranties regarding such services and items.
Sample 1
Centralized Purchasing. Create and maintain vendor listing - Negotiate favorable prices on standard terms - Identify opportunities for volume discounts - Develop alternative supply options - Monitor the purchase card program - Monitor division's vendor satisfaction - Monitor compliance with approval controls Centralized Payables: - Match invoice to purchase order and receipt - Ensure proper approval controls are functioning - Identify opportunities for Electronic Data Interchange to facilitate the payment process - Process employee expense reports after divisional approval - Process vendor 1099s - Evaluate and resolve system issues - Perform monthly payables close process and communicate accruals Treasury Management: - Monitor cash account activity - Communicate cash account activity in bank accounts Fixed Asset Management: - Maintain the fixed asset database - Communicate guidance on depreciation and amortization policies - Monitor fixed asset physical inventory procedures - Prepare monthly fixed asset reports - Prepare monthly depreciation/amortization reports and entries (actual and forecast) - Maintain lease asset tracking and reporting - Perform intangible asset tracking and reporting - Maintain asset database for tracking of non-cap items such as computer licenses - Provide detail for sales and use tax purposes for fixed asset purchases Tax Return Preparation:
Sample 1
Centralized Purchasing. During the Pre-Brand Commencement Date Period, Manager may, and on and following the Brand Commencement Date Manager shall, furnish centralized purchasing programs for goods, supplies, equipment and services for the Hotel, including Operating Supplies, Operating Equipment, insurance and long distance telephone services, to the same extent furnished to Other Managed Hotels. Owner authorizes Manager to mark xx its costs, and receive and retain remuneration and other benefits from vendors and service providers based on such purchases, provided that: (a) the total cost of goods and services (including any mark‑xx, fees and other remuneration) is generally on terms no less favorable to Owner than that which would be available through unrelated third party vendors in an arms-length transaction; and (b) Manager shall, on an annual basis, remit to the Hotel Accounts the proportionate share of the pre‑tax profits earned by Manager and its Affiliates through such purchases by hotels participating in the purchasing programs, after deducting all operating expenses and capital costs attributable to providing such services. For purposes of calculating Owner's proportionate share of such pre‑tax profits, Manager shall use the number of available rooms at the Hotel divided by the total number of available rooms in all hotels participating in such services, or any other manner that reasonably approximates the proportionate share of purchases made by the Hotel in relation to the total purchases made by all hotels participating in Manager's purchasing services.
Sample 1
Centralized Purchasing. (a) Commencing on the Opening Date, the Hotel may at the option of Owner, exercised from time to time, participate in a centralized purchasing system whereby items of Furniture, Fixtures and Equipment and Operating Equipment and Supplies are purchased from suppliers designated by Operator or from or through any Affiliates of Operator and Owner shall pay to Operator a charge (the "Centralized Purchasing Charge") relating to such centralized purchasing. The Centralized Purchasing Charge received by Operator shall be the same as that generally charged, from time to time, to other hotels and resorts owned, leased, licensed, franchised or managed by Operator or any Affiliate thereof under the name "Four Seasons" for centralized purchasing services, not to exceed 7 1/2% of the total cost of any purchase (including the cost of storage, freight and installation, fees and commissions to third Persons (other than the Centralized Purchasing Charge) and the costs of any contracts awarded and any items purchased, leased or hire-purchased on conditional sale; provided that the total cost of items purchased, leased or hire-purchased on an instalment payment basis shall be capitalized to reflect the actual total cost thereof) and shall be subject to change 30 days after written notice thereof has been given by Operator to Owner; provided that Operator shall not receive the Centralized Purchasing Charge in respect of Furniture, Fixtures and Equipment or Operating Equipment and Supplies purchased pursuant to any approved hotel refurbishing plan or capital improvement, including (without limitation) any refurbishing or capital improvement activity contemplated in an Annual Plan or any approved Capital Refurbishing Programs to the extent that Operator has received a Refurbishing Fee based on such purchase.
Sample 1

Related to Centralized Purchasing

  • Purchasing The Manager shall purchase, for the account of the Owner, all necessary foodstuffs, supplies, materials, appliances, tools and equipment necessary for the operation of the Facility. The Manager shall arrange contracts on behalf of the Owner for electricity, gas, telephone, cable television and any other utility or service necessary for the operation of the Facility. The Manager shall, on behalf of the Owner, contract for and supervise the making of any necessary repairs, alterations, and improvements to the Facility; provided that in the case of any capital expenditure, alteration or improvement, the cost of which exceeds Ten Thousand ($10,000) Dollars, the Manager shall obtain the prior written approval of the Owner; and provided further, that no such prior written approval shall be required if the expenditure is made under circumstances reasonably requiring emergency action (so long as the Manager attempts to notify the Owner on a concurrent basis). The Manager shall prepare and submit to the Owner any certificates of purchasing expenses incurred for the Facility as may be reasonably requested.

  • Accelerated Purchases Subject to the terms and conditions of this Agreement, from and after the Commencement Date, in addition to purchases of Purchase Shares as described in Section 2(a) above, the Company shall also have the right, but not the obligation, to direct the Investor, by its delivery to the Investor of an Accelerated Purchase Notice from time to time in accordance with this Agreement, to purchase the applicable Accelerated Purchase Share Amount at the Accelerated Purchase Price on the Accelerated Purchase Date therefor in accordance with this Agreement (each such purchase, an “Accelerated Purchase”). The Company may deliver an Accelerated Purchase Notice to the Investor only (i) on a Regular Purchase Date on which (A) the Company also properly submitted a Regular Purchase Notice for a Regular Purchase of not less than the Regular Purchase Share Limit then in effect and (B) the Closing Sale Price of the Common Stock is not less than the Accelerated Purchase Floor Price, and (ii) if all Purchase Shares subject to all Regular Purchases, Accelerated Purchases and Additional Accelerated Purchases prior to the Regular Purchase Date referred to in clause (i) hereof (as applicable) have theretofore been received by the Investor as DWAC Shares in accordance with this Agreement. Within one (1) Business Day after completion of each Accelerated Purchase Date for an Accelerated Purchase, the Investor will provide to the Company a written confirmation of such Accelerated Purchase setting forth the applicable Accelerated Purchase Share Amount and Accelerated Purchase Price for such Accelerated Purchase (each, an “Accelerated Purchase Confirmation”).

  • Qualified Purchaser Subscriber will generally qualify as a “qualified purchaser” if Subscriber falls within one or more of the following categories:

  • Purchases Without the prior written consent of Lender, no materials, machinery, equipment, fixtures or any other part of the Repairs or Capital Replacements will be purchased or installed under conditional sale contracts or lease agreements, or any other arrangement wherein title to such Repairs or Capital Replacements is retained or subjected to a purchase money security interest, or the right is reserved or accrues to anyone to remove or repossess any such Repairs or Capital Replacements, or to consider them as personal property.

  • VWAP Purchases Subject to the terms and conditions of this Agreement, in addition to purchases of Purchase Shares as described in Section 1(b) above, with one Business Day’s prior written notice (as long as such notice is delivered on or before 5:00 p.m. Eastern time on the Business Day immediately preceding the VWAP Purchase Date), the Company shall also have the right but not the obligation to direct the Buyer by the Company’s delivery to the Buyer of a VWAP Purchase Notice from time to time, and the Buyer thereupon shall have the obligation, to buy the VWAP Purchase Share Percentage of the trading volume of the Common Stock on the VWAP Purchase Date up to the VWAP Purchase Share Volume Maximum on the VWAP Purchase Date (each such purchase, a “VWAP Purchase”) at the VWAP Purchase Price. The Company may deliver a VWAP Purchase Notice to the Buyer on or before 5:00 p.m. Eastern time on a date on which the Company also submitted a Purchase Notice for a Regular Purchase of at least 100,000 Purchase Shares to the Buyer. A VWAP Purchase shall automatically be deemed completed at such time on the VWAP Purchase Date that the Sale Price falls below the VWAP Minimum Price Threshold; in such circumstance, the VWAP Purchase Amount shall be calculated using (i) the VWAP Purchase Share Percentage of the aggregate shares traded on the Principal Market for such portion of the VWAP Purchase Date prior to the time that the Sale Price fell below the VWAP Minimum Price Threshold and (ii) a VWAP Purchase Price calculated using the volume weighted average price of Common Stock sold during such portion of the VWAP Purchase Date prior to the time that the Sale Price fell below the VWAP Minimum Price Threshold. Each VWAP Purchase Notice must be accompanied by instructions to the Company’s Transfer Agent to immediately issue to the Buyer an amount of Common Stock equal to the VWAP Purchase Share Estimate, a good faith estimate by the Company of the number of Purchase Shares that the Buyer shall have the obligation to buy pursuant to the VWAP Purchase Notice. In no event shall the Buyer, pursuant to any VWAP Purchase, purchase a number of Purchase Shares that exceeds the VWAP Purchase Share Estimate issued on the VWAP Purchase Date in connection with such VWAP Purchase Notice; however, the Buyer will immediately return to the Company any amount of Common Stock issued pursuant to the VWAP Purchase Share Estimate that exceeds the number of Purchase Shares the Buyer actually purchases in connection with such VWAP Purchase. Upon completion of each VWAP Purchase Date, the Buyer shall submit to the Company a confirmation of the VWAP Purchase in form and substance reasonably acceptable to the Company. The Company may deliver additional VWAP Purchase Notices to the Buyer from time to time so long as the most recent purchase has been completed. The Company may, by written notice to the Buyer, in its sole discretion at any time after the date of this Agreement, irrevocably terminate this Section 1(c) and its right to direct the Buyer to make VWAP Purchases.

  • Additional Funds In the event that any management investment company in addition to those listed on Appendix A hereto desires to have the Custodian render services as custodian under the terms hereof, it shall so notify the Custodian in writing, and if the Custodian agrees in writing to provide such services, such management investment company shall become a Fund hereunder and be bound by all terms and conditions and provisions hereof including, without limitation, the representations and warranties set forth in Section 18.7 below.

  • Additional Funds and Portfolios In the event that any management investment company in addition to those listed on Appendix A hereto desires to have the Custodian render services as custodian under the terms hereof, it shall so notify the Custodian in writing, and if the Custodian agrees in writing to provide such services, such management investment company shall become a Fund hereunder and be bound by all terms and conditions and provisions hereof including, without limitation, the representations and warranties set forth in Section 20.6 below. In the event that any Fund establishes one or more series of Shares in addition to those set forth on Appendix A hereto with respect to which it desires to have the Custodian render services as custodian under the terms hereof, it shall so notify the Custodian in writing, and if the Custodian agrees in writing to provide such services, such series of Shares shall become a Portfolio hereunder.

  • Additional Accelerated Purchases Subject to the terms and conditions of this Agreement, from and after the Commencement Date, in addition to purchases of Purchase Shares as described in Section 2(a) and Section 2(b) above, the Company shall also have the right, but not the obligation, to direct the Investor, by its timely delivery to the Investor of an Additional Accelerated Purchase Notice on an Additional Accelerated Purchase Date in accordance with this Agreement, to purchase the applicable Additional Accelerated Purchase Share Amount at the applicable Additional Accelerated Purchase Price therefor in accordance with this Agreement (each such purchase, an “Additional Accelerated Purchase”). The Company may deliver multiple Additional Accelerated Purchase Notices to the Investor on an Additional Accelerated Purchase Date only (i) on a Business Day that is also the Accelerated Purchase Date for an Accelerated Purchase with respect to which each of the conditions set forth in the second sentence of Section 2(b) have been satisfied, and (ii) if all Purchase Shares subject to all prior Regular Purchases, Accelerated Purchases and Additional Accelerated Purchases, including, without limitation, those that have been effected on the same Business Day as the applicable Additional Accelerated Purchase Date with respect to which the applicable Additional Accelerated Purchase relates, have theretofore been received by the Investor as DWAC Shares in accordance with this Agreement. The Investor will provide to the Company a written confirmation of each Additional Accelerated Purchase on such Additional Accelerated Purchase Date setting forth the applicable Additional Accelerated Purchase Share Amount and Additional Accelerated Purchase Price for each such Additional Accelerated Purchase on such Additional Accelerated Purchase Date in the Accelerated Purchase Confirmation for the related Accelerated Purchase as provided in the last sentence of Section 2(b).

  • Purchase Mechanism If the Focus Investor exercises its rights provided in this Section 4.5, the closing of the purchase of the New Securities with respect to which such right has been exercised shall take place within 30 calendar days after the giving of notice of such exercise, which period of time shall be extended for a maximum of 180 days in order to comply with applicable laws and regulations (including receipt of any applicable regulatory or corporate approvals). The Company and the Focus Investor agree to use commercially reasonable efforts to secure any regulatory or corporate approvals or other consents, and to comply with any law or regulation necessary in connection with the offer, sale and purchase of, such New Securities.

  • ADDITIONAL FUNDS AND CLASSES In the event that the Trust establishes one or more series of Shares or one or more classes of Shares after the effectiveness of this Agreement, such series of Shares or classes of Shares, as the case may be, shall become Funds and classes under this Agreement with necessary changes made to Appendix IV; however, either GFS or the Trust may elect not to make any such series or classes subject to this Agreement.

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