Engagement of the Managers Sample Clauses

Engagement of the Managers. You hereby engage the Managers to act as joint bookrunners, joint underwriters of and/or joint initial purchasers of any notes offering in one or more tranches (including, without limitation, the Notes), by you or any of your direct or indirect subsidiaries, controlled affiliates or any special purpose or orphan companies formed by or at the direction of you or any of your controlled affiliates (collectively, the “Engagement Parties”) during the term of this engagement to refinance (in whole or in part) Class B2 Notes in an aggregate principal amount of up to £280,000,000, the Secured Bridge Facility (any such offering being herein called an “Offering”, and the securities issued pursuant to any such Offering being herein called the “Permanent Securities” and any such financing being herein called the “Permanent Financing”). In connection with any Offering: (i) Barclays, Credit Suisse and Xxxxxxx Xxxxx shall be joint global coordinators, with Barclays appearing to the left of any other Manager on the cover of any offering memorandum or prospectus in relation to such Offering or Permanent Financing and holding the roles and responsibilities conventionally understood to be associated with such “lead-left” placement (including B&D), and (ii) each of the Managers shall be entitled to underwrite the proportion (expressed as a percentage of aggregate principal amount) of any Permanent Financing as detailed in the table below: Manager % of the Offering Barclays Bank PLC 36.60% Credit Suisse Securities (Europe) Limited 27.45% Xxxxxxx Xxxxx International 27.45% Lloyds Bank Corporate Markets plc 8.50% We understand that you shall, in your sole discretion, have the right at any time and from time to time on our prior to the date that is the earlier of (i) 15 Business Days after the date of this Engagement Letter and (ii) December 31, 2020 to appoint one or more additional managers and/or bookrunners and/or underwriters of and/or joint initial purchasers of and confer any titles in respect of any Offering or Permanent Financing (each such appointee and each underwriter being an “Additional Manager”) in a manner and with the commitments and economics (including the sharing of discounts, fees and compensation) to be determined by you (and, for the avoidance of doubt, each of Barclays, Credit Suisse and Xxxxxxx Xxxxx agrees that its commitments and/or economics may be scaled back accordingly pro rata); provided that (i) any such Additional Manager appointed pursuant to th...
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Related to Engagement of the Managers

  • ENGAGEMENT OF THE PROVIDER The OAG engages the Provider to perform services as specified in this Agreement. All services are to be performed solely by the Provider and may not be subcontracted or assigned without prior written consent of the OAG. The consent of the OAG does not vest any rights in the subcontractor or create any obligation on behalf of the OAG to the subcontractor. All subcontract agreements will contain a disclosure to this effect. This Agreement will be performed in accordance with the rules implementing the provisions of VOCA, 34 U.S.C. § 20103, Crime Control and Law Enforcement, 28 C.F.R. §§ 94.101 through 94.122, the federal government-wide grant rules as set forth in 2 C.F.R. § 200, et. seq., and the U.S. Department of Justice, (DOJ), Office of Justice Programs, DOJ Grants Financial Guide, (Financial Guide), and any other regulations or guidelines currently or subsequently required by the U.S. Department of Justice and State or Federal laws.

  • Engagement of Services Company may issue Project Assignments to Contractor in the form attached to this Agreement as Exhibit A (Project Assignment). A Project Assignment will become binding when both parties have signed it and once signed, Contractor will be obligated to provide the services as specified in such Project Assignment. The terms of this Agreement will govern all Project Assignments and services undertaken by Contractor for Company.

  • Acknowledgement of Services and Responsibility of the Manager The Resident acknowledges that neither the Manager nor the Institution stands in loco parentis with respect to the Resident. The Residence provides living accommodations for independent students who are to be responsible and accountable for their personal needs and their interactions with their fellow residents as opposed to residential care. The Manager is responsible for the maintenance and operation of the residence. The Manager, in consultation with the Institution, may from time to time, in its sole and unfettered discretion, establish and/or amend policies, protocols and guidelines to uphold and ensure compliance with the standards set forth by the Manager, all of which will constitute part of the Residence Community Living Standards or Institution Code of Conduct, as appropriate. The Resident hereby acknowledges and agrees that they are solely responsible for their compliance with / review of such policies, protocols and guidelines (as may be created, amended, revised or restated by the Manager) found at xxx.xxxxxxxxxxxxxxxxx.xx.

  • Engagement of Contractor 1.01 The Authority hereby engages the Contractor and the Contractor agrees to perform the services as set forth in Exhibit A which is herein incorporated by reference.

  • Managers (a) Subject to Sections 1.07 and 1.08, the business and affairs of the Company shall be managed by or under the direction of two or more Managers designated by the Member. Subject to the terms of this Agreement, the Member may determine at any time in its sole and absolute discretion the number of Managers. Subject in all cases to the terms of this Agreement, the authorized number of Managers may be increased or decreased by the Member at any time in its sole and absolute discretion, upon notice to all Managers; provided, that, except as provided in Section 7.06, at all times the Company shall have at least two Independent Managers. The initial number of Managers shall be five, two of which shall be Independent Managers. Each Manager designated by the Member shall hold office until a successor is elected and qualified or until such Manager’s earlier death, resignation, expulsion or removal. Each Manager shall execute and deliver the Management Agreement in the form attached hereto as Exhibit A. Managers need not be a Member. The initial Managers designated by the Member are listed on Schedule B hereto.

  • Labour Management Committee (a) Where the parties mutually agree that there are matters of mutual concern and interest that would be beneficial if discussed at a Labour-Management Committee Meeting during the term of this Agreement, the following shall apply.

  • Association-Management Committee There shall be an Association-Management Committee comprised of two (2) representatives of the parties. The Committee shall meet quarterly, unless otherwise mutually agreed. Agenda items to be discussed shall be exchanged in writing at least five calendar days prior to the meeting. Meetings of this Committee will be to discuss matters of mutual concern, matters relating to nursing, professional practice, scheduling and work load issues. The Committee shall promote and provide for effective and meaningful communication. The parties agree Self Scheduling is appropriate subject matter to discuss in this forum.

  • EMPLOYEE-MANAGEMENT ADVISORY COMMITTEE 33.01 (a) An Employee-Management Advisory Committee (EMAC) shall be established within three (3) months of the signing of the Collective Agreement. The Union Representative shall provide the names of up to three (3) elected Employees and the Employer shall provide the names of up to three (3) appointed representatives to sit on the EMAC.

  • Professional Meetings Employees should be encouraged to and may, with the approval of the supervisor, attend professional meetings, conferences, and activities. Subject to the availability of funds, the employee's expenses in connection with such meetings, conferences, or activities shall be reimbursed in accordance with the applicable provisions of State law and university rules.

  • Contract for Professional Services of Physicians Optometrists, and Registered Nurses In accordance with Senate Bill 799, Acts 2021, 87th Leg., R.S., if Texas Government Code, Section 2254.008(a)(2) is applicable to this Contract, Contractor affirms that it possesses the necessary occupational licenses and experience.

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