Common use of Investors’ Representative Clause in Contracts

Investors’ Representative. (a) An Investors’ Representative — a professional services firm that is independent of the Sponsor and its affiliates and that does not otherwise perform material services for the Sponsor, this FuturesAccess Fund or any affiliated entity (other than as an investors’ representative for other funds) — may be appointed by the Sponsor from time to time as a means of providing (or withholding) the informed consent of Investors required for this FuturesAccess Fund to enter into certain transactions which otherwise may be inappropriate or impermissible due to the conflicts of interest involved. The transactions submitted to the Investors’ Representative for consent will typically be transactions which Sponsor believes to be in the best interests of this FuturesAccess Fund but which, nevertheless, may require Investor consent under Section 206(3) or other applicable provisions of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). The role of the Investors’ Representative will not be to make investment recommendations or pricing determinations nor to review the merits of any transaction presented to it, but only to confirm that the conflicts of interest involved have been resolved and that this FuturesAccess Fund enters into such transactions on an arm’s-length basis. The Investors’ Representative will be exculpated and indemnified by this FuturesAccess Fund to the extent that its actions are not determined to constitute fraud, bad faith, negligence, gross negligence or reckless or intentional misconduct. (b) In the event an Investors’ Representative is appointed, Sponsor will notify Investors of any change in the appointment of the Investors’ Representative and will report annually to Investors all transactions approved by the Investors’ Representative during the fiscal-year period then ended. Sponsor may resolve conflict of interest situations itself without referring the matter to the Investors’ Representative, unless otherwise required by law. (c) By subscribing for Units in this FuturesAccess Fund, each Investor expressly authorizes Sponsor to appoint an Investors’ Representative to act as its agent in consenting (or withholding consent) to transactions presented to it.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Man AHL FuturesAccess LLC)

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Investors’ Representative. (a) An Investors’ Representative — a professional services firm that is independent of the Sponsor and its affiliates and that does not otherwise perform material services for the Sponsor, this FuturesAccess Fund Fund, or any affiliated entity (other than as an investors’ representative for other funds) — may be appointed by the Sponsor from time to time as a means of providing (or withholding) the informed consent of Investors required for this FuturesAccess Fund to enter into certain transactions which otherwise may be inappropriate or impermissible due to the conflicts of interest involved. The transactions submitted to the Investors’ Representative for consent will typically be transactions which the Sponsor believes to be in the best interests of this FuturesAccess Fund but which, nevertheless, may require Investor consent under Section 206(3) or other applicable provisions of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). The role of the Investors’ Representative will not be to make investment recommendations or pricing determinations nor to review the merits of any transaction presented to it, but only to confirm that the conflicts of interest involved have been resolved and that this FuturesAccess Fund enters into such transactions on an arm’s-arm’s length basis. The Investors’ Representative will be exculpated and indemnified by this FuturesAccess Fund to the extent that its actions are not determined to constitute fraud, bad faith, negligence, gross negligence or reckless or intentional misconduct. (b) In the event an Investors’ Representative is appointed, the Sponsor will notify Investors of any change in the appointment of the Investors’ Representative and will report annually to Investors all transactions approved by the Investors’ Representative during the fiscal-year period then ended. The Sponsor may resolve conflict of interest situations itself without referring the matter to the Investors’ Representative, unless otherwise required by law. (c) By subscribing for Units in this FuturesAccess Fund, each Investor expressly authorizes the Sponsor to appoint an Investors’ Representative to act as its agent in consenting (or withholding consent) to transactions presented to it.

Appears in 1 contract

Samples: Operating Agreement (Highbridge Commodities FuturesAccess LLC)

Investors’ Representative. (a) An InvestorsA Members’ Representative — a professional services firm that is independent of the Sponsor Manager and its affiliates and that does not otherwise perform material services for the SponsorManager, this FuturesAccess the Fund or any affiliated entity (other than as an investorsa Members’ representative for other funds) — may be appointed by the Sponsor Manager from time to time as a means of providing (or withholding) the informed consent of Investors Members required for this FuturesAccess the Fund to enter into certain transactions which otherwise may be inappropriate or impermissible due to the conflicts of interest involved. The transactions submitted to the InvestorsMembers’ Representative for consent will typically be transactions which Sponsor the Manager believes to be in the best interests of this FuturesAccess the Fund but which, nevertheless, may require Investor Member consent under Section 206(3) or other applicable provisions of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). The role of the InvestorsMembers’ Representative will not be to make investment recommendations or pricing determinations nor to review the merits of any transaction presented to it, but only to confirm that the conflicts of interest involved have been resolved and that this FuturesAccess the Fund enters into such transactions on an arm’s-length basis. The InvestorsMembers’ Representative will be exculpated and indemnified by this FuturesAccess the Fund to the same extent that its actions are not determined to constitute fraud, bad faith, negligence, gross negligence or reckless or intentional misconductas the Manager. (b) In the event an Investorsa Members’ Representative is appointed, Sponsor the Manager will notify Investors Members of any change in the appointment of the InvestorsMembers’ Representative and will report annually to Investors Members all transactions approved by the InvestorsMembers’ Representative during the fiscal-year period then ended. Sponsor The Manager may resolve conflict of interest situations itself without referring the matter to the InvestorsMembers’ Representative, unless otherwise required by law. (c) By subscribing for Units in this FuturesAccess the Fund, each Investor Member expressly authorizes Sponsor the Manager to appoint an Investorsa Members’ Representative to act as its agent in consenting (or withholding consent) to transactions presented to it.. ARTICLE IX

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Man FRM Managed Futures Strategies LLC)

Investors’ Representative. (a) An InvestorsA Members’ Representative — a professional services firm that is independent of the Sponsor Manager and its affiliates and that does not otherwise perform material services for the SponsorManager, this FuturesAccess the Fund or any affiliated entity (other than as an investorsa Members’ representative for other funds) — may be appointed by the Sponsor Manager from time to time as a means of providing (or withholding) the informed consent of Investors Members required for this FuturesAccess the Fund to enter into certain transactions which otherwise may be inappropriate or impermissible due to the conflicts of interest involved. The transactions submitted to the InvestorsMembers’ Representative for consent will typically be transactions which Sponsor the Manager believes to be in the best interests of this FuturesAccess the Fund but which, nevertheless, may require Investor Member consent under Section 206(3) or other applicable provisions of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). The role of the InvestorsMembers’ Representative will not be to make investment recommendations or pricing determinations nor to review the merits of any transaction presented to it, but only to confirm that the conflicts of interest involved have been resolved and that this FuturesAccess the Fund enters into such transactions on an arm’s-length basis. The InvestorsMembers’ Representative will be exculpated and indemnified by this FuturesAccess the Fund to the same extent that its actions are not determined to constitute fraud, bad faith, negligence, gross negligence or reckless or intentional misconductas the Manager. (b) In the event an Investorsa Members’ Representative is appointed, Sponsor the Manager will notify Investors Members of any change in the appointment of the InvestorsMembers’ Representative and will report annually to Investors Members all transactions approved by the InvestorsMembers’ Representative during the fiscal-year period then ended. Sponsor The Manager may resolve conflict of interest situations itself without referring the matter to the InvestorsMembers’ Representative, unless otherwise required by law. (c) By subscribing for Units in this FuturesAccess the Fund, each Investor Member expressly authorizes Sponsor the Manager to appoint an Investorsa Members’ Representative to act as its agent in consenting (or withholding consent) to transactions presented to it.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Man FRM Managed Futures Strategies LLC)

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Investors’ Representative. (a) An Investors’ Representative — a professional services firm that is independent of the Sponsor and its affiliates and that does not otherwise perform material services for the Sponsor, this FuturesAccess Fund or any affiliated entity (other than as an investors’ representative for other funds) — may be appointed by the Sponsor from time to time as a means of providing (or withholding) the informed consent of Investors required for this FuturesAccess Fund to enter into certain transactions which otherwise may be inappropriate or impermissible due to the conflicts of interest involved. The transactions submitted to the Investors’ Representative for consent will typically be transactions which the Sponsor believes to be in the best interests of this FuturesAccess Fund but which, nevertheless, may require Investor consent under Section 206(3) or other applicable provisions of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). The role of the Investors’ Representative will not be to make investment recommendations or pricing determinations nor to review the merits of any transaction presented to it, but only to confirm that the conflicts of interest involved have been resolved and that this FuturesAccess Fund enters into such transactions on an arm’s-length basis. The Investors’ Representative will be exculpated and indemnified by this FuturesAccess Fund to the extent that its actions are not determined to constitute fraud, bad faith, negligence, gross negligence or reckless or intentional misconduct. (b) In the event an Investors’ Representative is appointed, the Sponsor will notify Investors of any change in the appointment of the Investors’ Representative and will report annually to Investors all transactions approved by the Investors’ Representative during the fiscal-year period then ended. The Sponsor may resolve conflict of interest situations itself without referring the matter to the Investors’ Representative, unless otherwise required by law. (c) By subscribing for Units in this FuturesAccess Fund, each Investor expressly authorizes Sponsor to appoint an Investors’ Representative to act as its agent in consenting (or withholding consent) to transactions presented to it.may

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Man AHL FuturesAccess LLC)

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