Dealer Authority Sample Clauses

Dealer Authority. With respect to the distribution and sales of Shares, Dealer shall have authority to act as limited agent of a Fund, Distributor or any other dealer only with respect to facilitating the purchase and sale of Shares as described herein. All orders are subject to acceptance or rejection by Distributor or a Fund in its sole discretion, and if accepted become effective only upon confirmation by Distributor. Dealer shall have no authority to make any representations concerning the Shares of a Fund except such representations as may be contained in a Fund’s then current summary prospectus, then current statutory propsectus, and in its then current Statement of Additional Information (collectively, the statutory prospectus, summary prospectus, and Statement of Additional Information for each Fund are the “Prospectus”), and in such other printed information as a Fund or Distributor may subsequently prepare or distribute to Dealer for purposes of selling the Shares. Dealer shall have no authority to distribute any other sales material relating to a Fund or any of its Shares without the prior written approval of Distributor. Dealer agrees to follow any written guidelines or standards relating to the sale or distribution of the Shares as may be provided to Dealer by Distributor including the provisions outlined in Exhibit A, as well as to follow any applicable federal and/or state securities laws, rules or regulations affecting the sale or distribution of shares of investment companies. Dealer agrees to take full responsibility for the suitability and proper supervision of mutual fund recommendations to its customers and to ensure that, to the extent customers request a class of shares in a Fund different from what they already hold in the Fund, such customers are aware of the advantages and disadvantages of selecting one class of shares over other classes of shares and are aware of the available methods of mutual fund financing.
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Dealer Authority. With respect to the distribution and sale of Shares, Dealer shall have no authority to act as agent for the Funds, the Company or any other dealer in any respect in such transactions. All orders are subject to acceptance by the Company and become effective only upon confirmation by the Company, and are subject to acceptance or rejection by the Company or the appropriate Fund in its sole discretion. Dealer shall have no authority to make any representations concerning the Shares of any Fund except such representations as may be contained in that Fund's then current prospectus ("Prospectus"), in its then current Statement of Additional Information, and in such other printed information as that Fund or the Company may subsequently prepare and distribute to Dealer for purposes of selling the Shares, and Dealer shall have no authority to distribute any other sales material relating to a Fund or its Shares without the prior written approval of the Company.
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Dealer Authority. With respect to the distribution and sales of Shares, Dealer shall have authority to act as limited agent of a Fund, Distributor or any other dealer only with respect to facilitating the purchase and sale of Shares as described herein. All orders are subject to acceptance or rejection by Distributor or a Fund in its sole discretion, and if accepted become effective only upon confirmation by Distributor. Dealer shall have no authority to make any representations concerning the Shares of a Fund except such representations as may be contained in a Fund's then current prospectus, in its then current Statement of Additional Information (collectively, the prospectus and Statement of Additional Information for each Fund are the "Prospectus"), and in such other printed information as a Fund or Distributor may subsequently prepare or distribute to Dealer for purposes of selling the Shares. Dealer shall have no authority to distribute any other sales material relating to a Fund or any of its Shares without the prior written approval of Distributor. Dealer agrees to follow any written guidelines or standards relating to the sale or distribution of the Shares as may be provided to Dealer by Distributor including the provisions outlined in Exhibit B, as well as to follow any applicable federal and/or state securities laws, rules or regulations affecting the sale or distribution of shares of investment companies offering multiple classes of shares.
Sample 1Sample 2
Dealer Authority. Dealer will have full authority to deal with FAE in connection with the listing and sale of the Artwork, including, without limitation, final authority for establishing the pricing through the Serrace System within the start and pull price listed on the Addendum. FAE may rely fully on Dealer’s authority and FAE has no responsibility or requirement to confirm with Seller or any third party any terms or conditions which Dealer may agree upon in connection with the Artwork listing with FAE.
Sample 1
Dealer Authority. Except for the rights and licenses granted in this Agreement and absent express written authorization from each Party’s Chief Executive Officer or President, as applicable. Neither Party, acting in its capacity as Dealer, has authority, and will not represent or imply that it has any authority, to enter into any contract or agreement in the name of or that would otherwise be binding upon the other Party. Neither Party, acting in its capacity as Dealer, shall have authority to make any warranty or representation concerning the performance, quality or characteristic of any Products of the other Party except as otherwise offered by such other Party or as may be contained in Sales Materials. All agreements with Customers will be between the Customer and the Party whose Products such Customer is purchasing. For the avoidance of doubt, the Party acting as Dealer shall not be a party, including a third-party beneficiary, to said agreement and expressly denies any rights, privileges or entitlements thereunder.
Sample 1
Dealer Authority. At such time as AA receives a signed counterpart of this Agreement together with bank verified receipt of funds for AA Aircraft and AA Products as stated in paragraph 4a, DEALER is appointed an Authorized AA Dealer based at ________________________________________________________ ________________________________________________________ (airport or city).
Sample 1
Dealer Authority. With respect to the distribution and sales of Shares, Dealer shall have no authority to act as agent of a Fund, Distributor or any other dealer in any respect in these transactions. All orders are subject to acceptance by Distributor and become effective only upon confirmation by Distributor, and are subject to acceptance or rejection by Distributor or the Fund in its sole discretion. Dealer shall have no authority to make any representations concerning the Shares of the Fund except such representations as may be contained in the Fund's current prospectus, in its then current Statement of Additional Information (collectively, the prospectuses and Statement of Additional Information for each Fund are the "Prospectus"), and in such other printed information as the Fund or Distributor may subsequently prepare or distribute to Dealer for purposes of selling the Shares, and Dealer shall have no authority to distribute any other sales material relating to the Fund or any of its Shares without the prior written approval of Distributor. Dealer agrees to follow any written guidelines or standards relating to the sale or distribution of the Shares as may be provided to Dealer by Distributor, as well as to follow any applicable rules or regulations affecting the sale or distribution of shares of investment companies offering multiple classes of shares.
Sample 1
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Dealer Authority. With respect to the distribution and sales of Shares, Dealer shall have no authority to act as agent of the Fund, Distributor or any other dealer in any respect in these transactions. All orders are subject to acceptance by Distributor and become effective only upon confirmation by Distributor, and are subject to acceptance or rejection by Distributor or the Fund in its sole discretion. Dealer shall have no authority to make any representations concerning the Shares of the Fund except such representations as may be contained in the Fund's current prospectus ("Prospectus"), in its then current Statement of Additional Information, and in such other printed information as the Fund or Distributor may subsequently prepare or distribute to Dealer for purposes of selling the Shares, and Dealer shall have no authority to distribute any other sales material relating to the Fund or any of its Shares without the prior written approval of Distributor. Dealer agrees to follow any written guidelines of standards relating to the sale or distribution of the ISC Class and IVC Class shares of the Fund, as well as to follow any applicable rules or regulations affecting the sale or distribution of shares of investment companies offering multiple classes of shares.
Sample 1
Dealer Authority. Except for the rights and licenses granted in this Agreement and absent express written authorization from each Party’s Chief Executive Officer or President, as applicable. Neither Party, acting in its capacity as Dealer, has authority, and will not represent or imply that it has any authority, to enter into any contract or agreement in the name of or binding upon the Primary Party. Neither Party, acting in its capacity as Dealer, shall have authority to make any warranty or representation concerning the performance, quality or characteristic of any Products of the Primary Party except as otherwise offered by such Primary Party or as may be contained in Sales Materials. All agreements with Customers for Products shall be directly between the Primary Party and such Customer, and the Party acting as Dealer shall not be a party, including a third-party beneficiary, to said agreement and expressly denies any rights, privileges or entitlements thereunder. Sales Dealer Agreement (Vivint Solar Developer, LLC – Vivint, Inc.) *** DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND FILED SEPARATELY WITH THE COMMISSION.
Sample 1

Related to Dealer Authority

  • Power; Authority It has all requisite power and authority to enter into this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement, the purchase of the Transferred Assets and the consummation of the transactions provided for herein have been duly authorized by all necessary action on the part of the Buyer. This Agreement has been duly executed and delivered by the Buyer and constitutes the legal, valid and binding obligation of the Buyer enforceable against the Buyer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights and by general principles of equity (whether applied in a proceeding at law or in equity).

  • Government Authorization No consent, approval, order or authorization of, or registration, declaration or filing with, or notice to, any Governmental Entity, is required by or with respect to Pubco in connection with the execution and delivery of this Agreement by Pubco, or the consummation by Pubco of the transactions contemplated hereby, except, with respect to this Agreement, any filings under the Nevada Statutes, the Securities Act or the Exchange Act.

  • Administrator Authority The Administrator will have the power to interpret the Plan and this Award Agreement and to adopt such rules for the administration, interpretation and application of the Plan as are consistent therewith and to interpret or revoke any such rules (including, but not limited to, the determination of whether or not any Restricted Stock Units have vested). All actions taken and all interpretations and determinations made by the Administrator in good faith will be final and binding upon Participant, the Company and all other interested persons. No member of the Administrator will be personally liable for any action, determination or interpretation made in good faith with respect to the Plan or this Award Agreement.

  • Decision-Making Authority BMS shall have the sole decision-making authority for the operations and Commercialization strategies and decisions, including funding and resourcing, related to the Commercialization of Products; provided that such decisions are not inconsistent with the express terms and conditions of this Agreement, including BMS’ diligence obligations set forth in Section 5.1.

  • Governmental and Third Party Authorizations The execution and delivery by the Purchaser of the Transaction Documents to which the Purchaser is party, the performance by the Purchaser of its obligations hereunder and thereunder and the consummation of any of the transactions contemplated hereunder and thereunder do not require any consent, approval, license, order, authorization or declaration from, notice to, action or registration by or filing with any Governmental Authority or any other Person, except as described in Section 3.5.

  • Good Standing and Government Compliance Borrower shall maintain its and each of its Subsidiaries’ organizational existence and good standing in the Borrower State, shall maintain qualification and good standing in each other jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Effect, and shall furnish to Bank the organizational identification number issued to Borrower by the authorities of the jurisdiction in which Borrower is organized, if applicable. Borrower shall meet, and shall cause each Subsidiary to meet, the minimum funding requirements of ERISA with respect to any employee benefit plans subject to ERISA. Borrower shall comply in all material respects with all applicable Environmental Laws, and maintain all material permits, licenses and approvals required thereunder where the failure to do so could reasonably be expected to have a Material Adverse Effect. Borrower shall comply, and shall cause each Subsidiary to comply, with all statutes, laws, ordinances and government rules and regulations to which it is subject, and shall maintain, and shall cause each of its Subsidiaries to maintain, in force all licenses, approvals and agreements, the loss of which or failure to comply with which would reasonably be expected to have a Material Adverse Effect.

  • Regulatory Authority If any regulatory authority having jurisdiction (or any successor boards or agencies), a court of competent jurisdiction or other Governmental Authority with the appropriate jurisdiction (collectively, the ''Regulatory Body'') issues a rule, regulation, law or order that has the effect of cancelling, changing or superseding any term or provision of this Agreement (the ''Regulatory Requirement''), then this Agreement will be deemed modified to the extent necessary to comply with the Regulatory Requirement. Notwithstanding the foregoing, if a Regulatory Body materially modifies the terms and conditions of this Agreement and such modification(s) materially affect the benefits flowing to one or both of the Parties, as determined by either of the Parties within twenty (20) business days of the receipt of the Agreement as materially modified, the Parties agree to attempt in good faith to negotiate an amendment or amendments to this Agreement or take other appropriate action(s) so as to put each Party in effectively the same position in which the Parties would have been had such modification not been made. In the event that, within sixty (60) days or some other time period mutually agreed upon by the Parties after such modification has been made, the Parties are unable to reach agreement as to what, if any, amendments are necessary and fail to take other appropriate action to put each Party in effectively the same position in which the Parties would have been had such modification not been made, then either Party shall have the right to unilaterally terminate this Agreement forthwith.

  • Government Authorizations No Consent of, with or to any Governmental Authority is required to be obtained or made by, or with respect to, Buyer or any of its Affiliates in connection with the execution and delivery of this Agreement and the other Transaction Documents by Buyer, or the consummation by Buyer of the transactions contemplated hereby and thereby, except for (a) required filings under the HSR Act, (b) as set forth on Section 5.4 of the Buyer Disclosure Schedule, and (c) Consents not required to be made or given until after the Applicable Closing.

  • Government Compliance (a) Maintain its and all its Subsidiaries’ legal existence and good standing in their respective jurisdictions of organization and maintain qualification in each jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Change. Comply with all laws, ordinances and regulations to which Borrower or any of its Subsidiaries is subject, the noncompliance with which could reasonably be expected to have a Material Adverse Change.

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