LIHTC Funds Sample Clauses

LIHTC Funds. (i) Section 3.14(a)(i) of the Company Disclosure Letter sets forth a true and complete list or description, as applicable, of (A) all LIHTC funds owned by, under the management of or controlled by the Company or any of its Subsidiaries (each, a “LIHTC Fund”), (B) the general partner, managing member or other party who controls each LIHTC Fund (each, a “LIHTC Fund GP”), (C) each Person having an ownership interest in each LIHTC Fund GP (each, a “LIHTC Fund GP Member”) and each such LIHTC Fund GP Member’s ownership percentage in such LIHTC Fund GP, (D) the general partner, managing member, non-equity managing member or manager who controls each LIHTC Fund GP (each, a “LIHTC Fund GP Manager”), (E) (x) the written agreement(s) pursuant to which each LIHTC Fund GP Manager is designated as the general partner, managing member, non-equity managing member or manager of the LIHTC Fund GP, and (y) the written agreement(s) or prevailing internal practices pursuant to which each LIHTC Fund GP Manager is entitled to receive the fees payable to the LIHTC Fund GP pursuant to the applicable LIHTC Fund partnership agreement or operating agreement (collectively, the “LIHTC Management Agreements”). (ii) Section 3.14(a)(ii) Section 3.14(a)(iv)of the Company Disclosure Letter sets forth for each LIHTC Fund a true and complete list of (A) each Person having an ownership interest in each LIHTC Fund (each, a “LIHTC Fund Partner”) and each such LIHTC Fund Partner’s ownership percentage in such LIHTC Fund. (iii) Section 3.14(a)(iii) of the Company Disclosure Letter sets forth for each LIHTC Fund a true and complete list of (A) the owner of each “special limited partner” with respect to each local limited partnership owned, directly or indirectly, by each LIHTC Fund (each, an “SLP Entity”), (B) each Person having an ownership interest in each SLP Entity (each, an “SLP Member”) and each such Person’s ownership percentage in such SLP Entity, and (C) the general partner, managing member, non-equity managing member or manager other party who controls each SLP Entity (each, an “SLP Manager”). (iv) Section 3.14(a)(iv) of the Company Disclosure Letter sets forth for each LIHTC Fund a true and complete list of any amounts due and payable (organized by category) by a LIHTC Fund to the Company or its Subsidiaries. (v) Section 3.14(a)(v) of the Company Disclosure Letter sets forth a true and complete description of (A) the right of the LIHTC Fund GP Managers to receive any fees or other amount...
Sample 1
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LIHTC Funds. (i) As promptly as practicable following the date of this Agreement, but in any event no later than fifteen (15) days following the date of this Agreement, the Company shall provide Acquirer with (A) copies of valid and binding definitive written agreements evidencing the agreements and arrangements reflected in the representations and warranties set forth in clause (E)(y) of Section 3.14(a)(i) and the descriptions set forth in Section 3.14(a)(v) of the Company Disclosure Letter with respect to each LIHTC Fund, LIHTC Fund GP and SLP Entity (the “Pre-Timex Management Agreements”) and (B) for each LIHTC Fund a true and complete list of any payables or other amounts due and payable (organized by category) by any LIHTC Fund to any Person other than the Company or its Subsidiaries other than trade payables or accounts payable incurred in the normal course operation of the LIHTC Fund. To the extent any Pre-Timex Management Agreement cannot be located by the Company, a new Pre-Timex Management Agreement shall be executed and delivered pursuant to the terms hereof on terms substantially identical to those set forth in the Post-Timex Management Agreement (as defined below) mutatis mutandis, which shall become effective upon satisfaction of the conditions contained therein, to the extent required. (ii) The Company shall, prior to the Effective Time, exercise commercially reasonable efforts, and shall cooperate with Acquirer and its Affiliates, to obtain the approval required for the effectiveness of the Second Amended and Restated Fund Management Agreement, dated as of June 10, 2013 but effective as of November 17, 2003 (subject to the conditions therein), among Centerline Manager LLC and the other parties thereto (the “Post-Timex Management Agreement”). (iii) The Company shall, prior to the Effective Time, exercise commercially reasonable efforts, and shall cooperate with Acquirer and its Affiliates, to obtain a written acknowledgement and acceptance, in each case in a form acceptable to Acquirer in its sole discretion, of the enforceability of and the terms set forth in each Pre-Timex Management Agreement and Post-Timex Management Agreement from each applicable LIHTC Fund GP Member (“Acknowledged Fee Agreements”). (iv) The Company shall, prior to the Effective Time, exercise reasonable best efforts, and shall cooperate with Acquirer and its Affiliates, at Acquirer’s option, to cause each of the LIHTC Fund GP Members set forth on Section 3.14(a)(i) of the Company D...
Sample 1

Related to LIHTC Funds

  • Company Funds All funds of the Company shall be deposited in its name, or in such name as may be designated by the Board, in such checking, savings or other accounts, or held in its name in the form of such other investments as shall be designated by the Board. The funds of the Company shall not be commingled with the funds of any other Person. All withdrawals of such deposits or liquidations of such investments by the Company shall be made exclusively upon the signature or signatures of such Officer or Officers as the Board may designate.

  • Investment Funds Unregistered general or limited partnerships or pooled investment vehicles and/or registered investment companies in which the Company (directly, or indirectly through the Master Fund) invests its assets that are advised by an Investment Manager.

  • Match Funds The goal of this subtask is to ensure that the Recipient obtains any match funds planned for this Agreement and applies them to the Agreement during the Agreement term. While the costs to obtain and document match funds are not reimbursable under this Agreement, the Recipient may spend match funds for this task. The Recipient may only spend match funds during the Agreement term, either concurrently or prior to the use of Energy Commission funds. Match funds must be identified in writing, and the Recipient must obtain any associated commitments before incurring any costs for which the Recipient will request reimbursement. • Prepare a Match Funds Status Letter that documents the match funds committed to this Agreement. If no match funds were part of the proposal that led to the Energy Commission awarding this Agreement and none have been identified at the time this Agreement starts, then state this in the letter. If match funds were a part of the proposal that led to the Energy Commission awarding this Agreement, then provide in the letter: o A list of the match funds that identifies: ▪ The amount of cash match funds, their source(s) (including a contact name, address, and telephone number), and the task(s) to which the match funds will be applied. ▪ The amount of each in-kind contribution, a description of the contribution type (e.g., property, services), the documented market or book value, the source (including a contact name, address, and telephone number), and the task(s) to which the match funds will be applied. If the in-kind contribution is equipment or other tangible or real property, the Recipient must identify its owner and provide a contact name, address, telephone number, and the address where the property is located. ▪ If different from the solicitation application, provide a letter of commitment from an authorized representative of each source of match funding that the funds or contributions have been secured. • At the Kick-off meeting, discuss match funds and the impact on the project if they are significantly reduced or not obtained as committed. If applicable, match funds will be included as a line item in the progress reports and will be a topic at CPR meetings. • Provide a Supplemental Match Funds Notification Letter to the CAM of receipt of additional match funds. • Provide a Match Funds Reduction Notification Letter to the CAM if existing match funds are reduced during the course of the Agreement. Reduction of match funds may trigger a CPR meeting. • Match Funds Status Letter • Supplemental Match Funds Notification Letter (if applicable) • Match Funds Reduction Notification Letter (if applicable)

  • Escrowed Funds Upon receipt of the Escrowed Funds, the Escrow Agent shall hold the Escrowed Funds in escrow pursuant to the terms of this Agreement. Until such time as the Escrowed Funds shall be distributed by the Escrow Agent as provided herein, the Escrowed Funds shall be deposited by the Escrow Agent in an interest bearing account or as may otherwise be directed by the Corporation in writing. The Escrow Agent shall be entitled to sell or redeem any investment of the Escrowed Funds as necessary to make any distributions required under this Agreement and shall not be liable or responsible for any loss resulting from any such sale or redemption. Interest, if any, resulting from any investment of the Escrowed Funds shall be retained by the Escrow Agent, and shall be distributed according to this Agreement.

  • Multi-Manager Funds In connection with securities transactions for the Fund, the Subadviser that is (or whose affiliated person is) entering into the transaction, and any other investment manager that is advising an affiliate of the Fund (or portion of the Fund) (collectively, the “Managers” for the purposes of this section) entering into the transaction are prohibited from consulting with each other concerning transactions for the Fund in securities or other assets and, if both Managers are responsible for providing investment advice to the Fund, the Manager’s responsibility in providing advice is expressly limited to a discrete portion of the Fund’s portfolio that it manages. This prohibition does not apply to communications by the Adviser in connection with the Adviser’s (i) overall supervisory responsibility for the general management and investment of the Fund’s assets; (ii) determination of the allocation of assets among the Manager(s), if any; and (iii) investment discretion with respect to the investment of Fund assets not otherwise assigned to a Manager.

  • Partnership Funds Pending application or distribution, the funds of the Partnership shall be deposited in such bank account or accounts, or invested in such interest-bearing or non-interest bearing investment, including, without limitation, checking and savings accounts, certificates of deposit and time or demand deposits in commercial banks, U.S. government securities and securities guaranteed by U.S. government agencies as shall be designed by the General Partner. Such funds shall not be commingled with funds of any other Person. Withdrawals therefrom shall be made upon such signatures as the General Partner may designate.

  • FEMA Fund Certifications Submission of this proposal is Vendor’s certification that Vendor agrees to this term. Vendor certifies that IF and when Vendor accepts a TIPS purchase paid for in full or part with FEMA funds, Vendor certifies that: (1) Vendor agrees to provide the TIPS Member, the FEMA Administrator, the Comptroller General of the United States, or any of their authorized representatives access to and rights to reproduce any books, documents, papers, and records of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts, and transcriptions. The Vendor agrees to provide the FEMA Administrator or an authorized representatives access to construction or other work sites pertaining to the work being completed under the contract. Vendor acknowledges and agrees that no language in this contract or the contract with the TIPS Member is intended to prohibit audits or internal reviews by the FEMA Administrator or the Comptroller General of the United States.

  • TRUSTS and Funds XXXX XXXXXXX XXXX TRUST XXXX XXXXXXX CALIFORNIA TAX-FREE INCOME FUND XXXX XXXXXXX CAPITAL SERIES XXXX XXXXXXX CURRENT INTEREST XXXX XXXXXXX EXCHANGE-TRADED FUND TRUST XXXX XXXXXXX INVESTMENT TRUST XXXX XXXXXXX INVESTMENT TRUST II XXXX XXXXXXX MUNICIPAL SECURITIES TRUST XXXX XXXXXXX SOVEREIGN BOND FUND XXXX XXXXXXX STRATEGIC SERIES

  • Investment of Escrowed Funds (a) Until released in accordance with this Agreement, the Escrowed Funds shall be kept segregated in the records of the Subscription Receipt Agent and shall be deposited in one or more segregated interest-bearing bank accounts to be maintained by the Subscription Receipt Agent in the name of the Subscription Receipt Agent at one or more Schedule I Canadian chartered banks, including the banks set forth in Section 7.2(c) (each such bank, an “Approved Bank”). Interest will be credited by the fifth Business Day of the following month. (b) All amounts held by the Subscription Receipt Agent pursuant to this Agreement shall be held by the Subscription Receipt Agent for the benefit of the Subscription Receiptholders and the delivery of the Escrowed Proceeds to the Subscription Receipt Agent shall not give rise to a debtor-creditor or other similar relationship between the Subscription Receipt Agent and the Subscription Receiptholders. The amounts held by the Subscription Receipt Agent pursuant to this Agreement are the sole risk of the Subscription Receiptholders and, without limiting the generality of the foregoing, the Subscription Receipt Agent shall have no responsibility or liability for any diminution of the Escrowed Funds which may result from any deposit made with an Approved Bank pursuant to this Section 7.2, including any losses resulting from a default by the Approved Bank or other credit losses (whether or not resulting from such a default) and any credit or other losses on any deposits liquidated or sold prior to maturity. The Company and the Lead Underwriter acknowledge and agree that the Subscription Receipt Agent acts prudently in depositing the Escrowed Proceeds at any Approved Bank, and that the Subscription Receipt Agent is not required to make any further inquiries in respect of any such bank. (c) The Approved Banks include the Bank of Montreal and The Toronto-Dominion Bank.

  • Category 2 Funds On sales of Class A shares and Class 529-A shares of Funds listed in Category 2 on the attached Schedule A that are accepted by us and for which you are responsible, you will be paid the same dealer concessions indicated above except as follows: Less than $100,000 3.00% 3.75%

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