Manager Services. 6.1. The Manager will manage the Investor’s Subscription (less the Investment Fee and Dealing Fee) and Portfolio and exercise all discretionary investment powers in relation to the selection of or exercising rights relating to Investments including, for the avoidance of doubt, any issue, sale, cancellation, transfer or acquisition of Shares for the Investor’s Portfolio and any conversion, subscription, voting or other rights relating to Investments (and the Investor hereby irrevocably authorises and empowers the Manager in this regard), in each case in accordance with the Investment Strategy in furtherance of the Investment Objectives and upon, and subject to, the terms of this Agreement.
6.2. The Investor acknowledges and agrees that the Custodian is not obliged to seek or accept any instruction or direction directly from the Investor in respect of the Custodian’s execution of instructions from the Manager relating to the exercise of the Investor’s rights relating to Investments and the Investor acknowledges and agrees that the Manager is authorised on behalf of the Investor to instruct or direct the Custodian to receive, distribute or transfer Investments including the Investor’s cash on the basis set out in Clause 7.3, and otherwise liaise with the Custodian on the basis set out in Clause 7.
6.3. The Manager will not, except as expressly provided in this Agreement or unless otherwise authorised by or on behalf of the Investor, have any authority to act on behalf of, or in respect of, the Investor or to act as the agent of the Investor.
6.4. The Tax Benefits are dependent on an Investor’s personal circumstances and Applicable Laws. The Manager does not provide legal, tax, financial or other advice and the Investor should seek independent advice to determine and understand the suitability of subscription to the Service, the Investment Strategy and any effect that this may have on the Investor’s position generally.
Manager Services. During the Term of this Agreement, Manager shall be responsible for the set- up, maintenance, administration, operation and management of the Crowdfunding Platform and shall provide all services typically required by Crowdfunding Platform of a similar type and size, including, but not limited to the following, which shall collectively be referred to herein as the “Manager Services”, all with prior written approval from Company in each event:
(a) Manager shall take any action necessary in furtherance of, in compliance with, or otherwise in any way related to any change whatsoever in any applicable law, rule, statute, regulation, the entitlement and/or approval process, or other process or requirement relative to the procurement, entitlement, compliance, development, operation, or management of the Crowdfunding Platform that comes into being, occurs, accrues, becomes effective, or otherwise becomes applicable or required after the Effective Date.
(b) Manager, on behalf of Company and at Company’s sole cost and expense, shall be responsible for selecting and contracting with any employees, third party consultants, independent contractors, vendors or service providers, which it deems to be necessary for the administration, operation and management of the Crowdfunding Platform. Blue Chip – RaiseWise USA Crowdfunding Platform Management Services Agreement
(c) Manager shall implement all actions necessary to ensure the quality, safety and security of the Crowdfunding Platform. Manager shall be responsible for the management of engaging, training, evaluating and terminating employees and independent contractors of the Crowdfunding Platform. Manager shall aide Company in sourcing with all independent contractors which Manager, in the exercise of its business judgment, deems necessary for the successful operation and management of the Crowdfunding Platform, upon such terms and conditions as Manager in the exercise of its business judgment, deems necessary and advisable.
(d) Manager shall be responsible for the daily administration, operation and management of all aspects of the Crowdfunding Platform.
Manager Services. Manager shall provide operating company oversight functions for Owner in connection with the Assets, which services (of any type, nature, character, or underlying purpose, the “Manager Services”) may include, but shall not be limited to, the following:
(a) Manager shall be responsible for the day-to-day communication and coordination with any personnel or other service providers hired by Owner or its subsidiaries with respect to the Assets. Manager shall provide the other management services as are set forth in this Agreement; however, notwithstanding anything in this Agreement to the contrary, Owner shall retain the sole right to approve or change the budget for the operation of the Assets, to approve any transactions with respect to the Assets, and to hire and fire the personnel and other service providers for the Assets.
(b) Manager shall assist and advise Owner with respect to the Long Term Plan (as hereafter defined). For purposes hereof, “Long Term Plan” means the Long Term Plan developed or adopted by Owner with respect to the Assets, as may be amended from time to time.
Manager Services. Manager shall provide operating company oversight functions for Owner in connection with the Assets, which services (the “Manager Services”) may include, but shall not be limited to, the following:
(a) Manager shall be responsible for the day-to-day communication and coordination with any personnel or other service providers hired by Owner or its subsidiaries with respect to the Assets. Manager shall provide the other management services as are set forth in this Agreement; however, notwithstanding anything in this Agreement to the contrary. Owner shall retain the sole right to approve or change the budget for the operation of the Assets, to approve any transactions with respect to the Assets, and to hire and fire the personnel and other service providers for the Assets.
(b) Manager shall assist and advise Owner with respect to the Long Term Plan (as hereafter defined). For purposes hereof, “Long Term Plan” means the Long Term Plan developed or adopted by Owner with respect to the Assets, as may be amended from time to time.
Manager Services. Manager’s services to the Company hereunder shall include servicing the company in the financial department and executing the relative tasks provided by the Board of Directors in order to manage the business of the Company in accordance with applicable law and the then current Articles, and such other services mutually agreed by the Manager and the Company (the “Manager Services”).
Manager Services. Program is offered and sponsored by the Manager. Manager, through a sub-agreement with Envestnet Asset Management, Inc. (“Envestnet”) will:
i. Provide Advisor and Client, Program Investment research and the ongoing review, evaluation and continued recommendation of Program Investments.
ii. Recommend asset allocation models and specific Program Investments to place within the recommended asset allocation models based on responses to the Questionnaire. The Advisor and the Client may adjust the aforementioned, within predetermined limits, and upon suitability determinations made by the Advisor and Client in their sole discretion.
iii. Provide on a quarterly basis, a report outlining the Client’s Program Investment performance.
iv. Calculate the quarterly advisory fee and instruct the custodian to withdraw the fee from the Client’s Program Account(s).
v. Provide a website and associated technology to assist the Advisor with the selection of Program Investments and generation of the Investment Strategy Proposal and other associated documents.
vi. Direct the investment, reinvestment and rebalancing of Program Investments in the Program Account, in accordance with the information and instructions provided by Advisor and Client.
vii. Provide overlay account management to UMA Accounts to coordinate trading activity, rebalance and provide greater tax-efficiency. Client understands and agrees that Manager will rely upon the information contained in the Questionnaire and will not independently verify any information that Client provides in connection with the completion of the Questionnaire. Client hereby consents to Manager’s delegation of duties if applicable, to the Investment Managers, as set forth in this Agreement. Manager is not responsible for determining Client suitability and for the ultimate selection of Program Investments made by the Client. Manager will bear no responsibility for its recommendations if, as referenced above, the Advisor and Client adjust recommended Program Investments and asset allocation models.
Manager Services. 2.1 Services to be provided by Manager. For and in consideration of the Management Fee and other consideration as set forth herein, Manager shall perform all management and administrative services as may be required by EEP for the reasonable conduct of the Business as hereafter conducted, including the following:
(a) General Administration and Management. Manager will provide, or will contract with Third Parties to provide, in accordance with the Annual Budget (or other express authorization(s) of the Board): (i) management and contract administration services in connection with the administration of EEP, including in its role as general partner of the Fund, (ii) contract administration services regarding contracts and agreements of EEP, and management supervision of contractors and vendors of EEP, relating to the operation of the Business, (iii) management services comprised of reviewing, approving and paying authorized expenditures and all costs associated with operating the Business, and (iv) management of the personnel needs, and administration of any employment and consulting contracts, for any employees and consultants of EEP or the Fund.
Manager Services. 2.1 Services to be provided by Manager. For and in consideration of the Management Incentive Fee, Manager shall perform all management and administrative services as may be required by Reserves for the reasonable conduct of the Business as hereafter conducted, including the following:
(a) General Administration and Management. Manager will provide, or will contract with a Third Party to provide, in accordance with the Annual Budget (or other express authorization(s) of the Board): (i) services relating to the sale of Hydrocarbons produced, saved and marketed from the Properties, (ii) contract administration services in connection with the sale of such production, (iii) contract administration services regarding contracts and agreements of Reserves, and management supervision of contractors and vendors of Reserves, relating to the exploration, development, operation, maintenance and disposition of Reserves' assets, and (iv) management of the personnel needs, and administration of any employment and consulting contracts, for any employees and consultants of Reserves.
Manager Services. 4 Section 2.02 Agency.................................................................. 7 Section 2.03 Manager Notices......................................................... 7 ARTICLE III.
Manager Services. 5.5. in the event of any loss in value of such Investments or the insolvency of any bank with which Investor’s funds are deposited, nor will they be so liable in the event of any restriction on their ability to withdraw funds from such bank or dispose of or realise Shares for reasons beyond the reasonable control of any of them.
6.1. The Manager will manage the Investor’s Subscription (less the Investment Fee and Dealing Fee) and Portfolio and exercise all discretionary investment powers in relation to the selection of or exercising rights relating to Investments including, for the avoidance of doubt, any issue, sale, cancellation, transfer or acquisition of Shares for the Investor’s Portfolio and any conversion, subscription, voting or other rights relating to Investments (and the Investor hereby irrevocably authorises and empowers the Manager in this regard), in each case in accordance with the Investment Strategy in furtherance of the Investment Objectives and upon, and subject to, the terms of this Agreement.
6.2. The Investor acknowledges and agrees that the Custodian is not obliged to seek or accept any instruction or direction directly from the Investor in respect of the Custodian’s execution of instructions from the Manager relating to the exercise of the Investor’s rights relating to Investments and the Investor acknowledges and agrees that the Manager is authorised on behalf of the Investor to instruct or direct the Custodian to receive, distribute or transfer Investments including the Investor’s cash on the basis set out in Clause 7.3, and otherwise liaise with the Custodian on the basis set out in Clause 7.
6.3. The Manager will not, except as expressly provided in this Agreement or unless otherwise authorised by or on behalf of the Investor, have any authority to act on behalf of, or in respect of, the Investor or to act as the agent of the Investor.
6.4. The Tax Benefits are dependent on an Investor’s personal circumstances and Applicable Laws. The Manager does not provide legal, tax, financial or other advice and the Investor should seek independent advice to determine and understand the suitability of subscription to the Service, the Investment Strategy to be selected by the Investor and any effect that this may have on the Investor’s position generally.
