Kensington Management Sample Clauses

Kensington Management and Shareholder shall have delivered to Karrington certificates in the form set forth on Exhibit 11.1.4 certifying that each of the conditions specified above in Sections 11.1.1 through 11.1.3 is satisfied as of the Closing Date. 11.1.5. The closings under each of the Acquisition Agreements shall occur simultaneously with the Closing under this Agreement or in a sequence reasonably agreed upon by Karrington and Shareholder; 11.1.6. The Xxxxxxxxx Letter of Understanding shall have been terminated. 11.1.7. Shareholder and America shall have entered into an Employment Agreement in the form attached as Exhibit 11.1.7 (the "Employment Agreement"). 11.1.8. The Audit shall have been completed and Ernst & Young shall have issued an unqualified opinion in connection with Kensington Management's financial statements for the fiscal years ended December 31, 1994, 1995 and 1996, and the results of the Audit shall not require any material adverse adjustments to the Kensington Management Financial Statements. 11.1.9. Karrington shall have received a written opinion from Kensington Management's legal counsel in form and substance as set forth on Exhibit 11.1.9, dated as of the Closing Date. 11.1.10. Kensington Management and the Shareholder shall have taken all actions required of them in connection with the Merger, and all certificates, opinions, instruments and other documents required for the Merger will be reasonably satisfactory in form and substance to Karrington and its legal counsel. 11.2.
Sample 1
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Related to Kensington Management

  • Asset Management a. Data Sensitivity - Transfer Agent acknowledges that it understands the sensitivity of Fund Data.

  • Construction Management Landlord or its Affiliate or agent shall supervise the Work, make disbursements required to be made to the contractor, and act as a liaison between the contractor and Tenant and coordinate the relationship between the Work, the Building and the Building’s Systems. In consideration for Landlord’s construction supervision services, Tenant shall pay to Landlord a construction supervision fee equal to three percent (3%) of Tenant’s Costs specified in Section 7.

  • Relationship Management 1. Provide client service support to the Fund, including access to day-to-day points of contact and to points of escalation as necessary.

  • Project Management With respect to each Project Plan, each party will appoint a project manager who will be the party responsible for overseeing the Project Plan.

  • Program Management (WBS 1.1) All components of the Project Management Plan as implemented for the Base Contract and Options 1-4 will be reviewed and amended to reflect specific needs for Option 5 and the outcome of continuous process improvement evaluations.

  • Investment Management If and to the extent requested by the Advisor, the Sub-Advisor shall, subject to the supervision of the Advisor, manage all or a portion of the investments of the Portfolio in accordance with the investment objective, policies and limitations provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act of 1940 (the "1940 Act") and rules thereunder, as amended from time to time, and such other limitations as the Trust or Advisor may impose with respect to the Portfolio by notice to the Sub-Advisor. With respect to the portion of the investments of the Portfolio under its management, the Sub-Advisor is authorized to make investment decisions on behalf of the Portfolio with regard to any stock, bond, other security or investment instrument, and to place orders for the purchase and sale of such securities through such broker-dealers as the Sub-Advisor may select. The Sub-Advisor may also be authorized, but only to the extent such duties are delegated in writing by the Advisor, to provide additional investment management services to the Portfolio, including but not limited to services such as managing foreign currency investments, purchasing and selling or writing futures and options contracts, borrowing money or lending securities on behalf of the Portfolio. All investment management and any other activities of the Sub-Advisor shall at all times be subject to the control and direction of the Advisor and the Trust's Board of Trustees.

  • Contract Management (a) Atlantic will appoint one individual with sufficient seniority, experience and authority to oversee the Atlantic's performance under this Agreement (the Atlantic "Contract Manager") and, for periods when any Contract Manager is absent due to illness or vacation, a deputy for him or her, who will be the primary point of contact for the Executive Officers. One of the Trust's trustees, PEO, PFO, or such other Person designated by the Board from time to time, shall be the Trust's "Contract Manager". The Contract Managers for each Party shall be responsible for the overall management of this Agreement. Subject to and as contemplated by this Agreement, the Contract Managers or their deputies will have the authority and be given the primary responsibility to:

  • AT&T 13STATE shall provide and maintain such equipment at the 911 SR and the DBMS as is necessary to perform the 911/E911 services set forth herein when AT&T-13STATE is the 911/E911 Service Provider for a Rate Center in which CARRIER is authorized to provide local telephone exchange service and has LWC End Users. This shall include the following:

  • Asset Management Services (i) Real Estate and Related Services:

  • Virus Management Transfer Agent shall maintain a malware protection program designed to deter malware infections, detect the presence of malware within the Transfer Agent environment.

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