Manager’s Conduct Sample Clauses

Manager’s Conduct. 5.2.1 Subject to the terms of this Agreement, including for greater certainty Sections 4.1, 6.4 and 10.2, the Manager covenants and agrees to exercise the powers and discharge the duties conferred under this Agreement honestly and in good faith, taking into account the interests of the BOPC Group, and in connection therewith shall exercise the degree of care, diligence and skill that a reasonably prudent asset manager having responsibilities of a similar nature would exercise in comparable circumstances. All of the Manager’s activities in relation to this Agreement and any agreement entered into from time to time in connection with the activities of the BOPC Group shall be conducted in accordance and comply with all applicable Laws. 5.2.2 The Manager hereby acknowledges that it is cognizant of the terms and provisions of the Declaration of Trust and the Limited Partnership Agreement and agrees to act in accordance therewith in a competent and honest manner, in good faith, and further agrees not to cause the Trust or the Limited Partnership to breach any of the terms of the Declaration of Trust or Limited Partnership Agreement, as applicable.
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Manager’s Conduct. 7.2.1 Subject to the terms of this Agreement, including for greater certainty Sections 4.5, 6.1 and 12.2, the Manager covenants and agrees to exercise the powers and discharge the duties conferred under this Agreement honestly and in good faith, taking into account the interests of the BOPC Group , and in connection therewith shall exercise the degree of care, diligence and skill that a reasonably prudent property manager having responsibilities of a similar nature would exercise in comparable circumstances and having regard to the quality and location of the particular Property. All of the Manager’s activities in relation to this Agreement and any agreement entered into from time to time in connection with the activities of the BOPC Group shall be conducted in accordance with and shall comply with all applicable Laws. 7.2.2 The Manager hereby acknowledges that it is cognizant of the terms and provisions of the Declaration of Trust and the Limited Partnership Agreement and agrees to act in accordance therewith in a competent and honest manner, in good faith, and further agrees not to cause the Trust or the Limited Partnership to breach any of the terms of the Declaration of Trust or Limited Partnership Agreement, as applicable.

Related to Manager’s Conduct

  • Business Conduct Merger Sub was formed on December 3, 2020. Since its inception, Merger Sub has not engaged in any activity, other than such actions in connection with (a) its organization and (b) the preparation, negotiation and execution of this Agreement and the Transactions. Merger Sub has no operations, has not generated any revenues and has no liabilities other than those incurred in connection with the foregoing and in association with the Merger as provided in this Agreement.

  • Business Conducted Borrower shall continue in the business currently conducted by it using its best efforts to maintain its customers and goodwill. Borrower shall not engage, directly or indirectly, in any line of business substantially different from the business conducted by it immediately before the Closing Date, or engage in business or lines of business which are not reasonably related thereto.

  • General Conduct The BSC has specific policies governing conduct in the units, including, but not limited to, assault, harassment, sexual harassment, host, alcohol, party and substance abuse policies. Member agrees to read and abide by these policies. Failure to follow BSC conduct policies will lead to a range of sanctions up to and including termination of this contract and BSC membership.

  • ETHICAL CONDUCT Seller's employees shall comply with the BorgWarner Supplier Code of Conduct articulated within the BorgWarner Supplier Manual. Compliance with these standards is a mandatory component of Buyer's purchase contracts worldwide and must also apply to Seller subcontractors. Both, the BorgWarner Supplier Code of Conduct and the BorgWarner Supplier Manual are incorporated by reference as part of the Purchase Order, are binding on the Seller, and Seller explicitly verifies to have read and accepted the BorgWarner Supplier Code of Conduct and the BorgWarner Supplier Manual.

  • Professional Conduct Any Firm providing legal services to Citizens shall ensure that its personnel complies with all applicable standards of ethics and rules of professional responsibility, including the Florida Rules of Professional Conduct promulgated by the Florida Supreme Court for attorneys practicing in Florida (or similar standards applicable to attorneys practicing outside the State of Florida). Such standards include rules related to conflicts of interest and confidentiality that are intended to protect Citizens and Citizens’ information. Additionally, in keeping with the vision and mission of Citizens as entrusted by the Florida legislature, Citizens expects all attorneys and legal professionals acting on its behalf, or on behalf of Citizens’ insureds, to adhere to the initiatives for Professional Conduct as promoted by the Florida Bar Center for Professionalism. On January 30, 2015 the Florida Bar Board of Governors approved “Professionalism Expectations.” In keeping with the vision and mission of Citizens as entrusted by the Florida legislature, Citizens expects all attorneys and legal professionals acting on its behalf, or on behalf of Citizens’ insureds, to adhere to the letter and spirit of Professional Conduct as promoted by the Florida Bar’s Standing Committee on Professionalism expressed within this document.

  • PROCUREMENT ETHICS Contractor understands that a person who is interested in any way in the sale of any supplies, services, construction, or insurance to the State of Utah is violating the law if the person gives or offers to give any compensation, gratuity, contribution, loan, reward, or any promise thereof to any person acting as a procurement officer on behalf of the State of Utah, or who in any official capacity participates in the procurement of such supplies, services, construction, or insurance, whether it is given for their own use or for the use or benefit of any other person or organization.

  • Code of Conduct The rules, procedures and restrictions concerning the conduct of ISO Directors and employees contained in Attachment F to the ISO Open Access Transmission Tariff.

  • Business Continuity Planning Supplier shall prepare and maintain at no additional cost to Buyer a Business Continuity Plan (“BCP”). Upon written request of Buyer, Supplier shall provide a copy of Supplier’s BCP. The BCP shall be designed to ensure that Supplier can continue to provide the goods and/or services in accordance with this Order in the event of a disaster or other BCP-triggering event (as such events are defined in the applicable BCP). Supplier’s BCP shall, at a minimum, provide for: (a) the retention and retrieval of data and files; (b) obtaining resources necessary for recovery, (c) appropriate continuity plans to maintain adequate levels of staffing required to provide the goods and services during a disruptive event; (d) procedures to activate an immediate, orderly response to emergency situations; (e) procedures to address potential disruptions to Supplier’s supply chain; (f) a defined escalation process for notification of Buyer, within two (2) business days, in the event of a BCP-triggering event; and (g) training for key Supplier Personnel who are responsible for monitoring and maintaining Supplier’s continuity plans and records. Supplier shall maintain the BCP and test it at least annually or whenever there are material changes in Supplier’s operations, risks or business practices. Upon Xxxxx’s written and reasonable request, Supplier shall provide Buyer an executive summary of test results and a report of corrective actions (including the timing for implementation) to be taken to remedy any deficiencies identified by such testing. Upon Xxxxx’s request and with reasonable advance notice and conducted in such a manner as not to unduly interfere with Supplier’s operations, Supplier shall give Buyer and its designated agents access to Supplier’s designated representative(s) with detailed functional knowledge of Supplier’s BCP and relevant subject matter.

  • Codes of Conduct Recipient warrants the following:

  • Detrimental Conduct You agree that during any period in which Restricted Stock Units (and any related dividend equivalents) remain payable, you will not engage in Detrimental Conduct.

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