No Discretionary Authority. Unless and only to the extent specifically described in any separate agreement between ODB and the Issuer: (a) ODB shall, at all times, act solely in a passive, non-discretionary capacity with respect to the Issuer and each Investor and shall not be responsible or liable for any investment decisions or recommendations with respect to the purchase or disposition of any Private Security or other assets; (b) ODB shall not be responsible for questioning, investigating, analyzing, monitoring, or otherwise evaluating any of the investment decisions of any Investor or reviewing the prudence, merits, viability or suitability of any investment decision made by any Investor, including the decision to purchase or hold the Private Securities or such other investment decisions or direction that may be provided by any individual or entity with authority over the relevant Investor; and (c) ODB shall not be responsible for directing investments or determining whether any investment by an Investor or any person or entity with authority to make investment decisions on Investor’s behalf is acceptable under applicable Law.
No Discretionary Authority. Unless and only to the extent specifically described in any separate agreement between Folio and the Issuer: (a) Folio shall, at all times, act solely in a passive, non-discretionary capacity with respect to the Issuer and each Investor and each brokerage account with Folio maintained by Issuer or each Investor and shall not be responsible or liable for any investment decisions or recommendations with respect to the purchase or disposition of any Security or other assets; (b) Folio shall not be responsible for questioning, investigating, analyzing, monitoring, or otherwise evaluating any of the investment decisions of any Investor or reviewing the prudence, merits, viability or suitability of any investment decision made by any Investor, including the decision to purchase or hold the Securities or such other investment decisions or direction that may be provided by any individual or entity with authority over the relevant Investor; and (c) Folio shall not be responsible for directing investments or determining whether any investment by a Investor or any person or entity with authority to make investment decisions on Investor’s behalf is acceptable under applicable Law.
No Discretionary Authority. The Escrow Agent has no discretion with respect to, or duty to make any determination as to, whether a notice is properly given, nor is the Escrow Agent required to review or evaluate, or be subject to, the Purchase Agreement, any other Transaction Documents or any other underlying agreement. The Escrow Agent shall have no further duties hereunder after the disbursement of the Escrow Property in accordance with Section 3.
No Discretionary Authority. The Company has no discretionary asset management authority or responsibility regarding management of the Plan Assets.
No Discretionary Authority. Notwithstanding any other provisions of this Agreement to the contrary, Stone Coast shall not have any discretionary authority or control with respect to the management of the assets of any Client, nor any discretionary authority or responsibility in the administration of a Client, and shall not be required to accept or exercise any such discretionary authority, control or responsibility that would cause Stone Coast to be deemed a fiduciary or to undertake any action that could possibly characterize Stone Coast as a fiduciary, as defined in Section 3(21) of the United States Employee Retirement Income Security Act of 1974, of any plan whose assets are invested in a Client.
No Discretionary Authority. Unless and only to the extent specifically described in any separate agreement between ODB and the Issuer: (a) ODB shall, at all times, act solely in a passive, non-discretionary capacity with respect to the Issuer and each Investor and shall not be responsible or liable for any investment decisions or recommendations with respect to the purchase or disposition of any Private Security or other assets; (b) ODB shall not be responsible for questioning, investigating, analyzing, monitoring, or otherwise evaluating any of the investment decisions of any Investor or reviewing the prudence, merits, viability or suitability of any investment decision made by any Investor, including the decision to purchase or hold the Private Securities or such other investment decisions or direction that may be provided by any individual or entity with authority over the relevant Investor; and (c) ODB shall not be responsible for directing investments or determining whether any investment by an Investor or any person or entity with authority to make investment decisions on Investor’s behalf is acceptable under applicable Law. However, ODB reserves the right to perform due diligence and review suitability on each investor as required by regulation. Additionally ODB reserves the right to deny or oppose the transaction, if ODB, in its sole discretion, believes or has reason to believe that the investment is unsuitable for the investor, or if ODB believes or has reason to believe that the investor violated or may violate securities laws or anti-money laundering, and the issuer shall indemnify ODB for any such action taken by ODB.
No Discretionary Authority. Nothing in this Agreement will give Us any discretionary authority, including authority to direct any of Your cash or securities or to take possession of any of Your assets. We will direct no trades for You. Services Outside Scope of Engagement: We will not provide You with tax, accounting, or legal advice, nor will We prepare any accounting, tax, or legal documents. We encourage You to work closely with Your attorney, accountant, and other appropriate professionals to implement and/or review our advice. Your Communications: You recognize that the value and usefulness of the Additional Services provided by Us will be dependent upon information provided by You through the Additional Services, and Your active participation in the Additional Services. You authorize Us to rely solely on the information provided by You through, and by using, the Additional Services, and agree that We are not required to independently verify any information obtained from You. You agree to promptly inform Us of any changes in Your Profile, including financial condition, investment objectives, or any other factors that may be important to Us in providing the Additional Services by updating Your Profile. You hereby authorize Us to provide information, newsletters, disclosure documents, and similar information, and other communications, notices and required disclosures to You via the Additional Services, in particular the Invstr App, email or the Web. Fees: For providing the Additional Services herein described, You agree to pay Us the Subscription Fee as outlined in the Invstr Fee Schedule, payable in advance. In the event of any change to the Subscription Fee, We will provide at least 30 days’ written notice to You and You will be deemed to consent to the revised Subscription Fee absent written notice of termination of this Agreement by You within 30 days from the date of such notice. Other Expenses: Our Subscription Fee covers all Additional Services rendered by Invstr on Your behalf as set forth herein. Our Subscription Fee does not include transaction or custodial fees charged by the custodian and/or broker-dealer, or any taxes owed with respect to Account holdings and transactions. Mutual funds and exchange-traded funds (“ETFs”) pay their own separate advisory fees and other expenses, as set forth in each mutual fund's or ETF’s prospectus. ADDITIONAL TERMS AND CONDITIONS Market Risk: You acknowledge the following risks:
No Discretionary Authority. You are NOT granting the Advisor discretionary trading authorization, therefore you (the Client) must implement the recommendations and make the recommended investment changes upon your approval of selection and criteria. The Advisor does NOT take power of attorney and will not have authority to withdraw funds and take custody of the Client’s assets.
No Discretionary Authority. Upon receipt of a Milestone Achievement Notice from either Buyer, as contemplated in Section 3.2(a)(i), or from Seller, as contemplated in Section 3.2(a)(iii), Escrow Agent shall release and deliver the Escrow Shares as required by those Sections and neither Buyer nor Seller may request that Escrow Agent not release and deliver the Escrow Shares pending the outcome of any dispute that may arise between Buyer and Seller. The Escrow Agent has no discretion with respect to, or duty to make any determination as to, whether a notice is properly given, nor is the Escrow Agent required to review or evaluate, or be subject to, the Purchase Agreement, and any other ancillary agreement, transaction or underlying document entered into in connection with the Purchase Agreement. The Escrow Agent shall have no further duties hereunder after the disbursement of the Escrow Property in accordance with this Section 3.
No Discretionary Authority. Notwithstanding Section 2.01(a) and (b) above, Tectonic shall have no discretionary authority in the following areas.
