Engagement of Affiliates Sample Clauses

Engagement of Affiliates. The General Partner may, on behalf and at the expense of the Partnership, engage the General Partner or a firm in which the General Partner, a Limited Partner, or a Partner, officer, director, stockholder or Affiliate of any of them, has an interest, to render services to the Partnership and/or the assets of the Partnership, provided that the fees or other compensation payable for such services are specifically authorized by the terms of this Agreement or are comparable to those prevailing in arm's-length transactions for similar services and are approved by the Board of Directors.
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Engagement of Affiliates. 9.7 Liability of the General Partner....................................... 9.8 Reimbursement of Certain Expenses of the General Partner............... 9.9 Outside Activities of the General Partner..............................
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Engagement of Affiliates. The Sub-Advisor may engage any of its affiliates to assist it with providing its services under this Agreement, provided that the Sub-Advisor will remain liable to the Advisor at all times for the performance of its obligations under the Agreement, will remain responsible for the acts and omissions of such affiliates, and will be solely responsible for any fees owed to such affiliates.
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Engagement of Affiliates. Manager may engage an Affiliate of Manager to perform the services or work required to be performed hereunder by Manager including specifically the engagement of ERMC II, LP, a Tennessee limited partnership and its affiliates, for the provision of security and janitorial and maintenance services provided the fees and other compensation to be paid to ERMC II, LP and/or its affiliates are competitive in the market and within the approved Pro Forma or Operating Budget.
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Engagement of Affiliates. 28 9.7 Liability of the General Partner. . . . . . . . . . . . . . . . . . 28 9.8 Reimbursement of Certain Expenses of the General Partner . . . . . . . . . . . . . . . . . . . . . . . 28 9.9 Outside Activities of the General Partner . . . . . . . . . . . . . 29 9.10 Operation in Accordance with REIT Requirements . . . . . . . . . . 29 9.11
Sample 1
Engagement of Affiliates. Except as otherwise expressly provided in this Agreement, engaging or approving the engagement of or entering into any contract or agreement with a Member or any Affiliate of a Member to perform any service for or on behalf of the Company or any Subsidiary, or entering into any Affiliated Contract.
Sample 1
Engagement of Affiliates. Emeritus hereby acknowledges that each of the Wholly Owned Subsidiaries intends to (i) engage South Bay Partners, Inc., a Texas corporation wholly owned by Spaulding to assist with the development xx xxx Xroject pursuant to a Development Services Agreement in the form attached hereto as Exhibit I; and (ii) engage Jerry Erwin Associates, Inc., a Washingtxx xxxxxxxxion controlled by Erwin, to manage the Project, pursuant tx xxx Property Management Agreement, in the form attached hereto as Exhibit J. No payments beyond those authorized by these Agreements shall be payable to such parties for rendering the services required thereby. A condition to Emeritus' obligation to make any Fundings under this Agreement is that each such developer and manager pledges to Emeritus its rights under the applicable Project Management Agreement and Development Services Agreement concurrent with the initial Funding of the Project Loan for that Project. The Development Services Agreement and Property Management Agreement each reserves to Borrower and its Wholly Owned Subsidiary the right to suspend the payment of any further amounts due, and to terminate such agreement without penalty, upon the occurrence of a Default or an Event of Default under this Agreement. Emeritus may cause such right of suspension or termination to be exercised, if it so wished, upon the occurrence of Default or an Event of Default and shall exercise such right, by giving written notice thereof to Borrower, the Wholly Owned Subsidiary, and the developer and property manager, as the case may be. Such suspension or termination shall be effective immediately upon receipt of such written notice from Emeritus and no further action shall be required of any other party in order to cause such action to be effective.
Sample 1
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Related to Engagement of Affiliates

  • Engagement of Services Consultant shall perform the services described on Exhibit A attached hereto (the “Services”) for the Company to the best of Consultant’s ability. The Company selected Consultant to perform services for it based upon the Company receiving Consultant’s personal services. Consultant therefore may not subcontract or otherwise delegate its obligations under this Agreement without the Company’s prior written consent. Consultant shall provide the Services in a professional manner and in a manner reasonably satisfactory to the Company.

  • Engagement of Consultant The Company hereby engages Consultant to ------------------------- assist the Company in programming services.

  • Use of Affiliates Merck shall have the right to exercise its rights and perform its obligations under this Agreement either itself or through any of its Affiliates.

  • Affiliates The Borrower will not, and will not permit any Subsidiary to, enter into any transaction (including, without limitation, the purchase or sale of any Property or service) with, or make any payment or transfer to, any Affiliate except in the ordinary course of business and pursuant to the reasonable requirements of the Borrower's or such Subsidiary's business and upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary than the Borrower or such Subsidiary would obtain in a comparable arms-length transaction.

  • Engagement of Contractor Subject to the terms and conditions of this Agreement, CDS engages Contractor to provide services specified in Section 1.2. Contractor hereby accepts this engagement by CDS with respect to such matters and for such compensation and terms as provided herein.

  • Employment or Retention of Affiliates (a) Any Affiliate of the General Partner may be employed or retained by the Partnership and may otherwise deal with the Partnership (whether as a buyer, lessor, lessee, manager, furnisher of goods or services, broker, agent, lender or otherwise) and may receive from the Partnership any compensation, price, or other payment therefor which the General Partner determines to be fair and reasonable. (b) The Partnership may lend or contribute to its Subsidiaries or other Persons in which it has an equity investment, and such Persons may borrow funds from the Partnership, on terms and conditions established in the sole and absolute discretion of the General Partner. The foregoing authority shall not create any right or benefit in favor of any Subsidiary or any other Person. (c) The Partnership may transfer assets to joint ventures, other partnerships, corporations or other business entities in which it is or thereby becomes a participant upon such terms and subject to such conditions as the General Partner deems are consistent with this Agreement and applicable law. (d) Except as expressly permitted by this Agreement, neither the General Partner nor any of its Affiliates shall sell, transfer or convey any property to, or purchase any property from, the Partnership, directly or indirectly, except pursuant to transactions that are on terms that are fair and reasonable to the Partnership.

  • Subadviser’s Relationship Notwithstanding anything herein to the contrary, Subadviser shall be an independent contractor and will have no authority to act for or represent the Trust, the Fund or Manager in any way or otherwise be deemed an agent of any of them, except to the extent expressly authorized by this Agreement or in writing by the Trust or Manager.

  • The Advisers Services (a) DISCRETIONARY INVESTMENT MANAGEMENT SERVICES. The Adviser shall act as investment adviser with respect to the Funds. In such capacity, the Adviser shall, subject to the supervision of the Board, regularly provide the Funds with investment research, advice and supervision and shall furnish continuously an investment program for the Funds, consistent with the respective investment objectives and policies of each Fund. The Adviser shall determine, from time to time, what securities shall be purchased for the Funds, what securities shall be held or sold by the Funds and what portion of the Funds' assets shall be held uninvested in cash, subject always to the provisions of the Trust's Agreement and Declaration of Trust, By-Laws and its registration statement on Form N-1A (the "Registration Statement") under the 1940 Act, and under the Securities Act of 1933, as amended (the "1933 Act"), covering Fund shares, as filed with the Securities and Exchange Commission (the "Commission"), and to the investment objectives, policies and restrictions of the Funds, as each of the same shall be from time to time in effect. To carry out such obligations, the Adviser shall exercise full discretion and act for the Funds in the same manner and with the same force and effect as the Funds themselves might or could do with respect to purchases, sales or other transactions, as well as with respect to all other such things necessary or incidental to the furtherance or conduct of such purchases, sales or other transactions. No reference in this Agreement to the Adviser having full discretionary authority over each Fund's investments shall in any way limit the right of the Board, in its sole discretion, to establish or revise policies in connection with the management of a Fund's assets or to otherwise exercise its right to control the overall management of a Fund.

  • Services to Other Clients; Certain Affiliated Activities (a) The relationship between the Asset Manager and the Series is as described in this Agreement and nothing in this Agreement, none of the services to be provided pursuant to this Agreement, nor any other matter, shall oblige the Asset Manager to accept responsibilities that are more extensive than those set forth in this Agreement. (b) The Asset Manager’s services to the Series are not exclusive. The Asset Manager may engage in other activities on behalf of itself, any other Managing Party and other clients (which, for the avoidance of doubt, may include other series of the Company). The Series acknowledges and agrees that the Asset Manager may, without prior notice to the Series, give advice to such other clients. The Asset Manager shall not be liable to account to the Series for any profits, commission or remuneration made or received in respect of transactions effected pursuant to the Asset Manager’s advice to another client and nor will the Asset Manager’s fees be abated as a result.

  • Subsidiaries and Affiliates The Sub-Advisor may perform any or all of the services contemplated by this Agreement directly or through such of its subsidiaries or other affiliated persons as the Sub-Advisor shall determine; provided, however, that performance of such services through such subsidiaries or other affiliated persons shall have been approved by the Trust to the extent required pursuant to the 1940 Act and rules thereunder.

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