Common use of Manager Services Clause in Contracts

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.

Appears in 6 contracts

Samples: Investor Agreement, Investor Agreement, Investor Agreement

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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 to be selected by the Investor and any effect that this may have on the Investor’s position generally.

Appears in 3 contracts

Samples: Private Media Investor Agreement, Private Media Investor Agreement, Investor Agreement

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