Fund Control Sample Clauses

Fund Control. (A) All funds and securities deposited by the Parties with the District shall be administered by a project fund manager retained as a consultant (“Fund Manager”). The Parties have elected to have Economic Planning Systems (2150 Xxxxx Xxxxx Xx., xxxxx 000, Xxxxxxxxxx, phone 000-000-0000) to be the Fund Manager. The costs of the Fund Manager shall be included in the administration costs included in this Agreement (as provided in Section 3.6 below). If EPS is unable or unwilling to provide such services, or in the event a majority of the Landowners decide to change the Fund Manager, the Fund Manager may be changed to any other qualified person or firm selected by a majority of the owners, with the written consent of the District Manager. The Parties acknowledge that all responsibilities and obligations for District to make financial calculations and determinations on funding amounts hereunder shall be undertaken by the Fund Manager in accordance with the provisions herein, all subject to the ultimate control and discretion of the District. The Fund Manager shall be responsible for all determinations to be made by District hereunder regarding funding and accounting pursuant to this Agreement, including but not limited to accounting for all funds paid or advanced by Participating Landowners, determining the Pro-Rata Shares, determining the Percentage Shares for advance funding for each improvement cost, determining the costs to be paid by each Landowner pursuant to Section 3.6 below, determining reimbursement to Landowners for reimbursement from Future District WTP Funding, determining reimbursement for Advance Funding, determining Excess EDU reimbursement, determining reimbursement for Public EDUs, and determining amount of all other financial calculations and reimbursement or refunds due pursuant to the terms herein. All amounts to be paid hereunder shall be paid to and held in an account(s) established District, except for CFD funds and security provided hereunder which shall be held by District separately from such account. District shall not provide consent to approval of any final map (or any other final development approval for those Properties not obtaining a final map) and shall not provide any sewer or water service, for any of the Properties hereunder, unless and until the Fund Manager has sent written confirmation of payment in full of all amounts due hereunder. Landowners agree that District shall be entitled to conclusively rely on the determinati...
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Fund Control. If requested by BUYER, SELLER agrees to cooperate with BUYER in the establishment of an institutional fund control at Dixieline in San Diego County, California ("Fund Control"), as an additional Development Cost, for the purpose of receiving and disbursing Deposits on account of Change Requests in either of the following events: (a) in the case of any single Change Request, the amount required for Deposit exceeds Fifty Thousand Dollars ($50,000.00), or (b) when the aggregate amount of all Change Requests exceeds One Hundred Thousand Dollars ($100,000.00). In such event, BUYER and SELLER shall provide joint instructions to Fund Control that the funds on Deposit be released thereby to SELLER on a monthly basis in proportion to the percentage of completion of the Change Work represented by the Deposit upon Fund Control's receipt of (a) payment applications from SELLER and Contractor certifying that such payments are being made to pay the cost of Change Work and the percentage of completion of such Change Work as of the date of each such application, (b) unconditional lien releases from Contractor and any affected subcontractors or suppliers for prior payments and conditional lien releases for the requested payment, in form reasonably acceptable to Fund Control, and (c) such other information as is reasonably requested by Fund Control.

Related to Fund Control

  • Fraud Control BellSouth will provide seven days per week, 24-hours per day, fraud monitoring on Calling Cards, xxxx-to-third and collect calls made to numbers in BellSouth’s LIDB, provided that such information is included in the LIDB query. BellSouth will establish fraud alert thresholds and will notify <<customer_name>> of fraud alerts so that <<customer_name>> may take action it deems appropriate.

  • Weed Control The tenant shall control all noxious weeds on the subject lands and maintain any summerfallow in a reasonably weed free condition.

  • Input Control The possibility to subsequently verify and determine whether, and by whom, personal data was entered into, changed or removed from data processing systems must be ensured. • Definition of entry authorisation • Logging of logins

  • Management and Control (a) Management and control of the business of the Fund shall be vested in the Board, which shall have the right, power, and authority, on behalf of the Fund and in its name, to exercise all rights, powers, and authority of managers under the Delaware Act and to do all things necessary and proper to carry out the objective and business of the Fund and their duties hereunder. No Manager shall have the authority individually to act on behalf of or to bind the Fund except within the scope of such Manager's authority as delegated by the Board. The parties hereto intend that, except to the extent otherwise expressly provided herein, (i) each Manager shall be vested with the same powers, authority, and responsibilities on behalf of the Fund as are customarily vested in each director of a Delaware corporation and (ii) each Independent Manager shall be vested with the same powers, authority and responsibilities on behalf of the Fund as are customarily vested in each director of a closed-end Management investment company registered under the 1940 Act that is organized as a Delaware corporation who is not an "interested person" of such company, as such term is defined by the 1940 Act. During any period in which the Fund shall have no Managers, CSFB Alternative Capital, as the initial Member, shall have the authority to manage the business and affairs of the Fund. (b) Members, in their capacity as Members, shall have no right to participate in and shall take no part in the management or control of the Fund's business and shall have no right, power or authority to act for or bind the Fund. Members shall have the right to vote on any matters only as provided in this Agreement or on any matters that require the approval of the holders of voting securities under the 1940 Act or as otherwise required in the Delaware Act. (c) The Board may delegate to any other person any rights, power and authority vested by this Agreement in the Board to the extent permissible under applicable law, and may appoint persons to serve as officers of the Fund, with such titles and authority as may be determined by the Board consistent with applicable law. (d) The Board shall have full power and authority to adopt By-Laws providing for the conduct of the business of the Fund and containing such other provisions as they deem necessary, appropriate or desirable, and, subject to the voting powers of one or more Classes created pursuant to this section 3.1, to amend and repeal such By-Laws. Unless the By-Laws specifically require that Members authorize or approve the amendment or repeal of a particular provision of the By-Laws, any provision of the By-Laws may be amended or repealed by the Board without Member authorization or approval. (e) The Board shall have the full power and authority, without Member approval, to authorize one or more Classes of Units; Units of each such Class having such preferences, voting powers and special or relative rights or privileges (including conversion rights, if any) as the Board may determine and as shall be set forth in a resolution adopted in accordance with the By-Laws.

  • Traffic Control The Surveyor shall control traffic in and near surveying operations adequately to comply with provisions of the latest edition of the Texas Manual on Uniform Traffic Control Devices – Part VI which can be found on the State’s internet site. In the event field crew personnel must divert traffic or close traveled lanes, a Traffic Control Plan based upon principles outlined in the latest edition of the Texas Manual on Uniform Traffic Control Devices – Part VI shall be prepared by the Surveyor and approved by the State prior to commencement of field work. A copy of the approved plan shall be in the possession of field crew personnel on the job site at all times and shall be made available to the State’s personnel for inspection upon request.

  • Discretionary Investment Management Services The Adviser shall act as investment adviser with respect to each Fund. In such capacity, the Adviser shall, subject to the supervision of the Board, regularly provide each Fund with investment research, advice and supervision and shall furnish continuously an investment program for each Fund, 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 each Fund, what securities shall be held or sold by each Fund and what portion of each Fund’s assets shall be held uninvested in cash, subject always to the provisions of the Trust’s Agreement and Declaration of Trust (“Declaration of Trust”), as amended and supplemented (the “Declaration of Trust”), Bylaws 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”), as filed with the Securities and Exchange Commission (the “Commission”), and with the investment objectives, policies and restrictions of each Fund, as each of the same shall be from time to time in effect. To carry out such obligations, and to the extent not prohibited by any of the foregoing, the Adviser shall exercise full discretion and act for each Fund in the same manner and with the same force and effect as each Fund itself 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.

  • Job Control Personal Data being processed on commission (i.e., Personal Data processed on a customer’s behalf) is processed solely in accordance with the Agreement and related instructions of the customer.

  • Management and Control of the Company The Manager shall direct, manage and control the business of the Company to the best of such Manager’s ability and shall have full and complete authority, power and discretion to make any and all decisions and to do any and all things which the Manager shall deem to be reasonably required in light of the Company’s business and objectives. (1) No Member except one who shall also be a Manager may participate in or have any control over the Company business or have any authority or right to act for or bind the Company. The Member hereby consents to the exercise by the Manager of the powers respectively conferred on it by this Agreement. (2) The Manager may, if appropriate, establish, if Company funds are available, reserves for working capital and for payment of taxes, insurance, debt service, repairs, replacements or renewals, or other costs and expenses incident to the operation of the Company and the property of the Company and for such other purposes as the Manager may determine and thereafter shall maintain such reserves in such amounts as the Manager deems appropriate under the circumstances to the extent that any such reserves are not in conflict with any other provisions of this Agreement regarding any required disbursements.

  • Data Input Control It will be possible to retrospectively examine and establish whether and by whom Personal Data have been entered, modified or removed from SAP data processing systems.

  • Agreement to Sell and Contribute on the Closing Date On the terms and subject to the conditions set forth in this Agreement, Santander Consumer does hereby irrevocably sell, transfer, assign, contribute and otherwise convey to the Purchaser without recourse (subject to the obligations herein) on the Closing Date all of Santander Consumer’s right, title and interest in, to and under the Receivables, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, whether now owned or hereafter acquired, as evidenced by an assignment substantially in the form of Exhibit A delivered on the Closing Date (collectively, the “Purchased Assets”). The sale, transfer, assignment, contribution and conveyance made hereunder does not constitute and is not intended to result in an assumption by the Purchaser of any obligation of the Originator to the Obligors, the Dealers, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto.

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