Managers’ Obligations. 4.1 The Managers undertake to use their best endeavours to provide the agreed Management Services as agents for and on behalf of the Owners in accordance with sound ship management practice and to protect and promote the interests of the Owners in all matters relating to the provision of services hereunder. Provided, however, that the Managers in the performance of their management responsibilities under this Agreement shall be entitled to have regard to their overall responsibility in relation to all vessels as may from time to time be entrusted to their management and in particular, but without prejudice to the generality of the foregoing, the Managers shall be entitled to allocate available supplies, manpower and services in such manner as in the prevailing circumstances the Managers in their absolute discretion consider to be fair and reasonable.
4.2 Where the Managers are providing Technical Management in accordance with sub-clause 3.2, they shall procure that the requirements of the law of the flag of the Vessel are satisfied and they shall in particular be deemed to be the “Company” as defined by the ISM Code, assuming the responsibility for the operation of the Vessel and taking over the duties and responsibilities imposed by the ISM Code when applicable.
Managers’ Obligations. 4.1 The Managers undertake to use their best endeavours to provide the agreed Management Services as agents for and on behalf of the Owners in accordance with sound ship management practice customary in the trade and at least equivalent to the standards followed with respect to other vessels for which the Managers provide Management Services, if any, and to protect and promote the interests of the Owners in all matters relating to the provision of services hereunder. Provided, however, that the Managers in the performance of their management responsibilities under this Agreement shall be entitled to have regard to their overall responsibility in relation to all vessels as may from time to time be entrusted to their management and in particular, but without prejudice to the generality of the foregoing, the Managers shall be entitled to allocate available supplies, manpower and services in such manner as in the prevailing circumstances the Managers in their absolute discretion consider to be fair and reasonable.
4.2 Where the Managers are providing Technical Management in accordance with sub-clause 3.2, they shall procure that the requirements of the law of the flag of the Vessel are satisfied and they shall in particular be deemed to be the “Company” as defined by the ISM Code, assuming the responsibility for the operation of the Vessel and taking over the duties and responsibilities imposed by the ISM Code when applicable.
4.3 The Management Services as such term is used herein includes the discharge on behalf of the Owners of the Owners’ technical and operational obligations to charterers pursuant to the Charter, a copy of which has been supplied to the Managers, including, but not limited to the Owners’ technical and operational obligations under Clauses 73A and 75 of such Charter.
4.4 Managers shall maintain records of technical matters relating to the Vessel including maintenance, repairs and equipment replacement (“Technical Vessel Matters”). Three months after commencement of the Management Services, or such other date as agreed to by the Managers and the Owners, and quarterly thereafter, the Managers shall issue a report to the Owners providing a summary of the Technical Vessel Matters carried out in the previous quarter.
Managers’ Obligations. Manager shall, on behalf of Owner and at Owner's expense, direct the operation of the Hotel pursuant to the terms of this Agreement and the License Agreement. Manager shall be exclusively responsible for directing the day-to-day activities of the Hotel and establishing all policies and procedures relating to the management and operation of the Hotel. Except as specifically otherwise provided, all cost(s) and expense(s) incurred by Manager in association with the performance of the obligations hereinafter set forth shall be, regardless of the designation of a portion thereof as Fee Ownership Costs (as herein defined), operating costs and shall accordingly be paid from the Bank Account(s) as hereinafter defined in Section 3.01(iv) below. Manager, during the Term, shall have the following obligations:
(i) Costs of Fee Owner and Owner. Pursuant to the terms of the Percentage Lease, Manager understands that Fee Owner has agreed to pay, among other things (i) land, building and personal property taxes and assessments applicable to the Hotel, (ii) premiums and charges for the casualty insurance coverages specified on Exhibit "D", (iii) expenditures for capital replacements, (iv) expenditures for maintenance and repair of underground utilities and structural elements of the Hotel and (v) the payments of principal, interest and other sums payable under the Acquisition Loan (as herein defined) (collectively, "Fee Ownership Costs"). To the extent this Agreement obligates or authorizes Manager to pay any such Fee Ownership Costs, Manager shall pay such Fee Ownership Costs on behalf of Fee Owner to the extent of funds in the Bank Account(s) (as herein defined) in the order of priority set forth in Exhibit B or the Reserve Fund (as herein defined) and Fee Owner and Owner shall make such adjustments and payments to each other as may be necessary from time to time to take into account any such payments by Manager. Manager shall have no duty, obligation or liability to Fee Owner or Owner (i) to make any determination as to whether any expense required to be paid by Manager hereunder is a Fee Ownership Cost or a cost of Owner, (ii) to make any determination as to whether funds in the Bank Account(s) or the Reserve Fund belong to Fee Owner or Owner or (iii) to require that Fee Ownership Costs be paid from funds which can be identified as belonging to Fee Owner, or that other costs and expenses required to be paid by Owner be paid from funds which can be identified as belongi...
Managers’ Obligations. Manager and Owner acknowledge that Manager may from time to time hereafter act as Manager for competing commercial projects and is to use its best efforts to locate tenants and manage the Property on a basis which is competitive with other projects it may hereafter manage in the Austin, Texas area. Manager accepts the obligations and provisions of this Agreement and agrees:
Managers’ Obligations. The Manager agrees, by acquisition of the Registrable Shares, that it shall not be entitled to sell any of such Registrable Shares pursuant to a Registration Statement or Prospectus Supplement or to receive a Prospectus or Prospectus Supplement relating thereto, unless it has furnished the Company with a Notice and Questionnaire as required pursuant to Section 2.3 hereof (including the information required to be included in such Notice and Questionnaire) and the information set forth in the next sentence. The Manager agrees promptly to furnish to the Company all information required to be disclosed in order to make the information previously furnished by it to the Company not misleading and any other information regarding the Manager and the distribution of the Registrable Shares that may be required to be disclosed in a Registration Statement or Prospectus Supplement under applicable law or pursuant to Commission comments. The Manager agrees, so long as the Management Services Agreement is in effect, to comply with the Company’s Ixxxxxx Xxxxxxx Policy. The Manager further agrees not to sell any Registrable Shares pursuant to a Registration Statement or Prospectus Supplement without delivering, or causing to be delivered, a Prospectus or Prospectus Supplement to the purchaser thereof and, within ten (10) Business Days of a request by the Company confirm the amount of Registrable Shares sold pursuant to any Registration Statement or Prospectus Supplement. In the absence of a response, the Company may assume that all of the Manager’s Registrable Shares were so sold.
Managers’ Obligations. 10.1 The Manager will supply or procure the supply to the Investment Advisor of a copy of the Articles and the Private Placement Memorandum and all other information as the Investment Advisor shall reasonably require to enable it to perform its duties hereunder.
Managers’ Obligations. 14.1. The manager, taking into account all of the risks of trading, engages in activities aimed at increasing the Managers Capital and Investor Funds. In the event that the Company decides that the Manager does not comply with Investor Interests, it reserves the right to inform the Customers and/or liquidate the PAMM account.
14.2. The Manager Confirms that:
a. He/She self regulates every, but not limited, requirement of Foreign Exchange, tax and civil law of the jurisdiction a resident of which he/she is.
b. All the personal data that was provided to the Company while obtaining the status of the Customer and the registration of the PAMM account is accurate.
c. All documents that regulate trading and non-trading operations as well as these terms were carefully read and understood.
d. All of the risks and implication of trading on the financial markets are defined and understood.
14.3. The Manager agrees that he/she would be obliged to autonomously settle all possible claims or complaints against him/her by investors or from the governing authorities, and under no circumstances would the Company or any of its owners or any of its representatives be involved in such a legal matter.
14.4. The Manager shall continuously monitor and manage the PAMM account.
14.5. The Manager accepts the obligations to ensure full confidentiality of access details to the myBDS Markets Client Area. All the complaints regarding an unauthorized access details to the myBDS Markets Client Area or Trading Platform will be rejected if the server logs contain information that the actual password and Login were used for this access.
14.6. Manager agrees that he has no right to:
a. Affiliate himself with the Company publicly or otherwise, in contracts and agreements either verbally or in writing.
b. Use the Company trademark or its logo in any documents or offer.
c. Make statements, calculations or obligations on behalf of the Company on any public means of communications (such as forums, journal articles, books presentations etc).
14.7. Manager agrees that if the results of his activities the Company will be presented with any claims or demands, he is obliged to settle all financial claims at his own expense (including all balances in his trading accounts with the Company). In such cases, all requests for Withdrawal of Funds on behalf of the Manager will be blocked and they will not be executed until the full resolution of the conflict.
Managers’ Obligations. 4.1 The Managers undertake to use their best endeavours to provide the agreed Management Services as agents for and on behalf of the Owners in accordance with sound ship management practice and to protect and promote the interests of the Owners in all matters relating to the provision of services hereunder. Provided, however, that the Managers in the performance of their management responsibilities under this Agreement shall be entitled to have regard to their overall responsibility in relation to all vessels as may from time to time be entrusted to their management and in particular, but without prejudice to the generality of the foregoing, the Managers shall be entitled to allocate available supplies, manpower and services in such manner as in the prevailing circumstances the Managers in their absolute discretion consider to be fair and reasonable.
Managers’ Obligations. 5.1 The Managers undertake to use their reasonable endeavours to provide the Management Services as agents for and on behalf of the Owners in accordance with sound ship management practice and to protect and promote the interests of the Owners in all matters relating to the provision of Management Services PROVIDED HOWEVER that the Managers in the performance of Management Services shall be entitled to have regard to their overall responsibility in relation to all vessels which may from time to time be entrusted to their management and in particular, but without prejudice to the generality of the foregoing, the Managers shall be entitled to allocate available supplies, manpower and services in such manner as in the prevailing circumstances the Managers in their absolute discretion consider to be fair and reasonable.
5.2 The Managers shall be deemed to be “the Company” as defined by the ISM Code, assuming the responsibility for the operation of the Vessel and taking over the duties and responsibilities imposed by the ISM Code and by the ISPS Code.
5.3 The Managers shall procure and evidence (upon request of the Owners) ITIC or other equivalent forms of Errors and Omissions insurance for any liability arising out of this contract with particular reference to Clause 11.2
Managers’ Obligations. 4.1 The Managers undertake to use best endeavors to provide the agreed Management Services as agents for and on behalf of the Owners in accordance with sound ship management practice and international standards, applicable statutory and regulatory requirements and policies to protect and promote the interests of the Owners in all matters relating to the provision of services hereunder. Provided, however, that the Managers in the performance of their management responsibilities under this Agreement shall be entitled to have regard to their overall responsibility in relation to all vessels as may from time to time be entrusted to their management and in particular, but without prejudice to the generality of the foregoing, the Managers shall be entitled to allocate available supplies, manpower and services in such manner as in the prevailing circumstances the Managers in their absolute discretion consider to be fair and reasonable.
4.2 Where the Managers are providing Technical Management in accordance with Clause 3.A.2 they shall procure that the requirements of the law of the flag of the Vessel are satisfied and they shall in particular be deemed to be the “Company” as defined by the ISM Code, assuming the responsibility for the operation of the Vessel taking over the duties and responsibilities imposed by the ISM and ISPS Code when applicable.
