General Duties of the Investment Manager. Subject to the direction and control of the Company’s Board of Directors (the “Board”) and subject to and in accordance with the terms of the Company’s certificate of incorporation (the “Certificate of Incorporation”), the policies adopted or approved by the Board, as the same shall be amended from time to time, the conditions of any exemptive order obtained by or for the benefit of the Company from the Securities and Exchange Commission (the “SEC”) and this Agreement, the Investment Manager agrees to supervise and direct the investment and reinvestment of the assets and perform the duties set forth herein, and shall have such other powers with respect to the investment and leverage related functions of the Company as shall be delegated from time to time to the Investment Manager by the Board. The Investment Manager is hereby granted, and shall have, full power to take all actions and execute and deliver all necessary and appropriate documents and instruments on behalf of the Company in accordance with the foregoing. The Investment Manager shall endeavor to comply in all material respects with the 1940 Act and all rules and regulations thereunder, all other applicable federal and state laws and regulations and the applicable provisions of any other agreements to which the Company is subject. Subject to the foregoing and the other provisions of this Agreement, and subject to the direction and control of the Board, the Investment Manager is hereby appointed as the Company’s agent and attorney-in-fact with authority to negotiate, execute and deliver all documents and agreements on behalf of the Company and to do or take all related acts, with the power of substitution, to acquire, dispose of or otherwise take action with respect to or affecting the Investments (as defined in Section 4(b) hereof), including, without limitation:
General Duties of the Investment Manager. Subject to the direction and control of the Company and in a manner consistent with the customary standards, policies and procedures followed by asset managers of national standing relating to assets of the nature and character of the Collateral Obligations and without regard to any relationship that the Investment Manager or any Affiliate thereof may have with any Obligor or any Affiliate of any Obligor, the Operating Agreement, the policies adopted or approved by the Company, the terms of the Indenture and the terms of this Agreement (the “Investment Manager Standard”), the Investment Manager agrees to supervise and direct the investment and reinvestment of the Collateral Obligations, manage, service, administer and make collections on the Collateral Obligations and perform its duties set forth herein and, on behalf of the Company, those investment-related duties and functions assigned to the Company and the Investment Manager under the Indenture, and shall have such other powers with respect to the investment and leverage related functions of the Company as shall be delegated from time to time to the Investment Manager by the Company. The Investment Manager shall endeavor to comply in all material respects with all applicable federal and state laws and regulations. The Investment Manager is hereby appointed as the Company’s agent and attorney-in-fact with authority to negotiate, execute and deliver all documents and agreements on behalf of the Company and to do or take all related acts, with the power of substitution, to acquire, dispose of or otherwise take action with respect to or affecting the Collateral Obligations, including, without limitation:
General Duties of the Investment Manager. The Issuer hereby appoints the Investment Manager as its investment adviser and manager with respect to the Collateral and authorizes the Investment Manager to perform such services and take such actions on its behalf as are contemplated hereby. Accordingly, the Investment Manager accepts such appointment and shall provide the Issuer with the following services:
General Duties of the Investment Manager. Subject to the direction and control of the Company and subject to and in accordance with the terms of the Loan Agreement, the Operating Agreement, the policies adopted or approved by the Company and the terms of this Agreement, the Investment Manager agrees to supervise and direct the investment and reinvestment of the Portfolio Investments, manage, service, administer and make collections on the Portfolio Investments and perform its duties set forth herein, and shall perform on behalf of the Company those investment and leverage related duties and functions of the Company as shall be assigned to the Company or the Investment Manager in the Loan Agreement or as delegated from time to time to the Investment Manager by the Company. The Investment Manager shall endeavor to comply in all material respects with all applicable federal and state laws and regulations. In addition to, and without limiting, the duties set forth in this Section 1, the Investment Manager acknowledges that the Company is required or permitted to cause it to perform functions specified in the following sections of the Loan Agreement: Sections 1.02(a), 1.04, 1.05(a), 2.03(d), 6.03(y), 6.03(mm), and 8.03(b), (the “Specific Loan Agreement Provisions”). The Investment Manager acknowledges that it has read and understands the requirements of the Specific Loan Agreement Provisions, and to the extent of its authority hereunder, hereby agrees to act in all material respects in accordance with the Specific Loan Agreement Provisions subject to and in accordance with the terms of this Agreement. Subject to the foregoing, the other provisions of this Agreement and the terms of the Loan Agreement, the Investment Manager is hereby appointed as the Company’s agent and attorney-in-fact with authority to negotiate, execute and deliver all documents and agreements on behalf of the Company and to do or take all related acts, with the power of substitution, to acquire, dispose of or otherwise take action with respect to or affecting the Portfolio Investments, including, without limitation:
General Duties of the Investment Manager. Subject to the direction and control of the Company and subject to and in accordance with the Investment Management Standard, the terms of the LFSA, the Operating Agreement, the policies adopted or approved by the Company and the terms of this Agreement, the Investment Manager agrees to supervise and direct the investment and reinvestment of the Collateral Obligations, manage, service, administer and make collections on the Collateral Obligations and perform its duties set forth herein, and shall perform on behalf of the Company those investment and leverage related duties and functions assigned to the Company or the Investment Manager in the LFSA, and shall have such other powers with respect to the investment and leverage related functions of the Company as shall be delegated from time to time to the Investment Manager by the Company. The Investment Manager shall endeavor to comply in all material respects with all applicable federal and state laws and regulations. In addition to, and without limiting, the duties set forth in this Section 1, the Investment Manager acknowledges that the Borrower is required or permitted to cause it to perform functions specified in the following sections of the LFSA: Sections 1.2(e), 6.2(j), 6.3(b), 6.3(c), 7.2, 7.3, 7.5, 7.7, 7.9, 7.10(a)(ii), 8.1(a), 18.2(a)(i), 18.4(a), 18.5 and 18.8 (the “Specific LFSA Provisions”). The Investment Manager acknowledges that it has read and understands the requirements of the Specific LFSA Provisions, and to the extent of its authority hereunder, hereby agrees to act in all material respects in accordance with the Specific LFSA Provisions subject to and in accordance with the terms of this Agreement. Subject to the foregoing, the other provisions of this Agreement and the terms of the LFSA, the Investment Manager is hereby appointed as the Company’s agent and attorney-in-fact with authority to negotiate, execute and deliver all documents and agreements on behalf of the Company and to do or take all related acts, with the power of substitution, to acquire, dispose of or otherwise take action with respect to or affecting the Collateral Obligations, including, without limitation:
General Duties of the Investment Manager. (a) Subject to the direction and control of the Company's Board of Directors (the "Board") and subject to and in accordance with the terms of the Operating Agreement, the policies adopted or approved by the Board and this Agreement, the Investment Manager agrees to supervise and direct the investment and reinvestment of the Assets of the Company and perform the duties set forth herein or in the Operating Agreement and shall perform on behalf of the Company those investment duties and functions assigned to the Company or the Investment Manager in the Operating Agreement and shall have such other powers with respect to the investment functions of the Company as shall be delegated from time to time to the Investment Manager by the Board. The Investment Manager is hereby granted, and shall have, full power to take all actions and execute and deliver all necessary and appropriate documents and instruments on behalf of the Company in accordance with the Operating Agreement, the policies adopted or approved by the Board and this Agreement. The Investment Manager shall endeavor to comply in all material respects with the 1940 Act, and all other applicable federal and state laws and regulations in performing its duties under this Agreement. Subject to the foregoing and the other provisions of this Agreement, and subject to the direction and control of the Board, the Investment Manager is hereby appointed as the Company's agent and attorney-in-fact with authority to negotiate, execute and deliver all documents and agreements on behalf of the Company and to do or take all related acts, with the power of substitution, to acquire, dispose of or otherwise take action with respect to or affecting the investments of the Company, including, without limitation, investing substantially all of the Company's assets in a common limited partner interest in the Portfolio Partnership.
General Duties of the Investment Manager. Subject to the direction and control of the Company and subject to and in accordance with the terms of the Swap Agreement, the Operating Agreement, the policies adopted or approved by the Company and the terms of this Agreement, the Investment Manager agrees to supervise and direct the investment activities of the Company, including, without limitation, the execution, delivery and performance by the Company of the Swap Agreement, and to perform its duties set forth herein, and shall have such other powers with respect to the investment and leverage-related functions of the Company as shall be delegated from time to time to the Investment Manager by the Company. The Investment Manager shall endeavor to comply in all material respects with all applicable federal and state laws and regulations. Subject to the foregoing, the other provisions of this Agreement and the terms of the Swap Agreement, the Investment Manager is hereby appointed as the Company’s agent and attorney-in-fact with authority to negotiate, execute and deliver all documents and agreements on behalf of the Company and to do or take all related acts, with the power of substitution, to acquire, dispose of or otherwise take action with respect to or arising out of the Swap Agreement, including, without limitation:
General Duties of the Investment Manager. Subject to the direction and control of the Company and in a manner consistent with the customary standards, policies and procedures followed by asset managers of national standing relating to assets of the nature and character of the equity and debt portfolio investments transferred by the Investment Manager to the Company from time to time (the “Transferred Assets”) and without regard to any relationship that the Investment Manager or any Affiliate thereof may have with any Person who is an obligor under, or issuer of, any Transferred Asset (“Obligor”) or any Affiliate of any Obligor (the “Investment Manager Standard”), the Operating Agreement, the policies adopted or approved by the Company and the terms of this Agreement, the Investment Manager agrees to supervise and direct the investment and reinvestment of the Transferred Assets, manage, service, administer and make collections on the Transferred Assets and perform its duties set forth herein, and shall have such other powers with respect to the investment and leverage related functions of the Company as shall be delegated from time to time to the Investment Manager by the Company. The Investment Manager shall endeavor to comply with all applicable federal and state laws and regulations, except to the extent that the failure to comply would not have a Material Adverse Effect (as defined below) on the operations of the Company or the Investment Manager. The Investment Manager is hereby appointed as the Company’s agent and attorney-in-fact with authority to negotiate, execute and deliver all documents and agreements on behalf of the Company and to do or take all related acts, with the power of substitution, to acquire, dispose of or otherwise take action with respect to or affecting the Transferred Assets, including, without limitation:
General Duties of the Investment Manager. (a) Subject to the direction and control of the Managing Member and subject to and in accordance with the terms of the LLC Agreement, the policies adopted or approved by the Managing Member and this Agreement, the Investment Manager agrees to supervise and direct the investment and reinvestment of the Assets of the Company (which term for purposes of this Section 1 Shall include the Company’s subsidiaries) and perform the duties set forth herein or in the LLC Agreement, and shall have such other powers with respect to the investment related functions of the Company as shall be delegated from time to time to the Investment Manager by the Company. The Investment Manager is hereby granted, and shall have, full power to take all actions and execute and deliver all necessary and appropriate documents and instruments on behalf of the Company in accordance with the LLC Agreement, the policies adopted or approved by the Managing Member and this Agreement. The Investment Manager shall endeavor to comply in all material respects with all applicable federal and state laws and regulations in performing its duties under this Agreement. Subject to the foregoing and the other provisions of this Agreement, and subject to the direction and control of the Managing Member, the Investment Manager is hereby appointed as the Company’s agent and attorney-in-fact with authority to negotiate, execute and deliver all documents and agreements on behalf of the Company and to do or take all related acts, with the power of substitution, to acquire, dispose of or otherwise take action with respect to or affecting the investments of the Company, including, without limitation:
General Duties of the Investment Manager. (a) Subject to the direction and control of the Company's Board of Directors (the "Board") and subject to and in accordance with the terms of the Operating Agreement, the Transaction Documents (as defined in the Indenture) and any Statement of Preferences for Preferred Shares (collectively, the "Principal Documents"), the policies adopted or approved by the Board, the conditions of any exemptive order obtained by or for the benefit of the Company or the Investment Manager ("Exemptive Order") from the Securities and Exchange Commission (the "SEC") and this Agreement, the Investment Manager agrees to:
