Common use of Release of Money or Other Property Upon Written Request Clause in Contracts

Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiary, and the Manager's records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i) 30 days following such request and (ii) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Directors, or the Company's or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its duties. The Company and any subsidiary of the Company shall indemnify the Manager, its directors, officers, stockholders and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoever, which arise in connection with the Manager's release of such money or other property to the Company or any subsidiary of the Company unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its duties. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under this Agreement.

Appears in 3 contracts

Samples: Management Agreement (Del Mar Income Partners LTD), Management Agreement (Del Mar Income Partners LTD), Management Agreement (Specialty Mortgage Trust Inc)

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Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiary, and the Manager's ’s records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i) 30 three (3) business days following such request and (ii) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Independent Directors, or the Company's ’s or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company in accordance with this Section 16 and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesfraud. The Company and any subsidiary of the Company shall indemnify the Manager, its directorsmanagers, officers, stockholders members and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoeverwhatsoever (including, without limitation, attorneys’ fees), which arise in connection with the Manager's ’s release of such money or other property to the Company or any subsidiary of the Company in accordance with the terms of this Section 16 unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesfraud. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under Section 8 of this Agreement.

Appears in 2 contracts

Samples: Management Agreement (Madison Square Capital, Inc.), Management Agreement (Madison Square Capital, Inc.)

Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement agreement shall be held solely in the name of the Company or such subsidiary by the Manager as custodian for the Company or such subsidiary, and the Manager's records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall promptly release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i) 30 days following Company; provided that such request and (ii) the earliest time following such request that remittance release will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Directorsdirectors, or the Company's or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company and not constituting a material breach of this Agreement, bad faith, willful misconduct, gross negligence or reckless disregard of its duties. The Company and any subsidiary of the Company shall indemnify the Manager, its directors, officers, stockholders and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoever, which arise in connection with the Manager's release of such money or other property to the Company or any subsidiary of the Company unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute material breach of this Agreement, bad faith, willful misconduct, gross negligence or reckless disregard of its duties. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under this Agreementagreement.

Appears in 2 contracts

Samples: Management Agreement (Bellavista Capital Inc), Management Agreement (Bellavista Capital Inc)

Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiary, and the Manager's ’s records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i) 30 days following such request and (ii) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Directors, or the Company's ’s or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its duties. The Company and any subsidiary of the Company shall indemnify the Manager, its directors, officers, stockholders and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoever, which arise in connection with the Manager's ’s release of such money or other property to the Company or any subsidiary of the Company unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its duties. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under this Agreement.

Appears in 2 contracts

Samples: Management Agreement (Specialty Trust Inc), Management Agreement (Specialty Trust Inc)

Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement agreement shall be held by the Manager as custodian for the Company or such subsidiary, and the Manager's records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i1) 30 days following such request and (ii2) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Directorsdirectors, or the Company's or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its duties. The Company and any subsidiary of the Company shall indemnify the Manager, its directors, officers, stockholders and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoever, which arise in connection with the Manager's release of such money or other property to the Company or any subsidiary of the Company unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its duties. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under this Agreementagreement.

Appears in 1 contract

Samples: Management Agreement (Primecore Mortgage Trust Inc)

Release of Money or Other Property Upon Written Request. The ------------------------------------------------------- Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiary, and the Manager's records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i) 30 days following such request and (ii) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Unaffiliated Directors, or the Company's or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company in accordance with this Section 14 and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties under this Agreement. The Company and any subsidiary of the Company shall indemnify the Manager, its directors, officers, stockholders and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoeverwhatsoever (including, without limitation, attorneys' fees), which arise in connection with the Manager's release of such money or other property to the Company or any subsidiary of the Company in accordance with the terms of this Section 14 unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties under this Agreement. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under Section 8 of this Agreement.

Appears in 1 contract

Samples: Management Agreement (Anworth Mortgage Asset Corp)

Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiary, and the Manager's ’s records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i) 30 three (3) business days following such request and (ii) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Independent Directors, or the Company's ’s or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company in accordance with this Section 13 and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesfraud. The Company and any subsidiary of the Company shall indemnify the Manager, its directorsmanagers, officers, stockholders members and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoeverwhatsoever (including, without limitation, attorneys’ fees), which arise in connection with the Manager's ’s release of such money or other property to the Company or any subsidiary of the Company in accordance with the terms of this Section 13 unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesfraud. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under Section 7 of this Agreement.

Appears in 1 contract

Samples: Management Agreement (New York Mortgage Trust Inc)

Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiary, and the Manager's ’s records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i) 30 three (3) business days following such request and (ii) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Independent Directors, or the Company's ’s or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company in accordance with this Section 15 and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties under this Agreement. The Company and any subsidiary of the Company shall indemnify the Manager, its directorsmanagers, officers, stockholders members and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoeverwhatsoever (including, without limitation, attorneys’ fees), which arise in connection with the Manager's ’s release of such money or other property to the Company or any subsidiary of the Company in accordance with the terms of this Section 15 unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties under this Agreement. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under Section 8 of this Agreement.

Appears in 1 contract

Samples: Management Agreement (Hatteras Financial Corp)

Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiaryCompany, and the Manager's records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiaryCompany. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i) 30 thirty (30) days following such request and (ii) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Unaffiliated Directors, or the Company's or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company in accordance with this Section 14 and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties under this Agreement. The Company and any subsidiary of the Company shall indemnify the Manager, its directors, officers, stockholders and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoever, which arise in connection with the Manager's release of such money or other property to the Company or any subsidiary in accordance with the terms of the Company this Section 14 unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties under this Agreement. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under Section 8 of this Agreement.

Appears in 1 contract

Samples: Management Agreement (Hanover Capital Mortgage Holdings Inc)

Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiary, and the Manager's ’s records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i) 30 three (3) business days following such request and (ii) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Independent Directors, or the Company's ’s or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company in accordance with this Section 16 and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties under this Agreement. The Company and any subsidiary of the Company shall indemnify the Manager, its directorsmanagers, officers, stockholders members and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoeverwhatsoever (including, without limitation, attorneys’ fees), which arise in connection with the Manager's ’s release of such money or other property to the Company or any subsidiary of the Company in accordance with the terms of this Section 16 unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties under this Agreement. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under Section 8 of this Agreement.

Appears in 1 contract

Samples: Management Agreement (Hatteras Financial Corp)

Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiary, and the Manager's records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i1) 30 days following such request and (ii2) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Directorsdirectors, or the Company's or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its duties. The Company and any subsidiary of the Company shall indemnify the Manager, its directors, officers, stockholders and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoever, which arise in connection with the Manager's release of such money or other property to the Company or any subsidiary of the Company unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its duties. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under this Agreement.

Appears in 1 contract

Samples: Management Agreement (Primecore Mortgage Trust Inc)

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Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary Affiliate of the Company held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiaryAffiliate, and the Manager's ’s records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiaryAffiliate. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary Affiliate of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary Affiliate of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary Affiliate of the Company within a reasonable period of time, but in no event later than the later to occur of (i) 30 three (3) business days following such request and (ii) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries Affiliates of the Company, the unaffiliated Independent Directors, or the Company's ’s or its subsidiaries' Affiliates’ stockholders for any acts performed or omissions to act by the Company or any subsidiary Affiliate of the Company in connection with the money or other property released to the Company or any subsidiary Affiliate of the Company in accordance with this Section 12 and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesfraud. The Company and any subsidiary Affiliate of the Company shall indemnify the Manager, its directorsmanagers, officers, stockholders members and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoeverwhatsoever (including, without limitation, attorneys’ fees), which arise in connection with the Manager's ’s release of such money or other property to the Company or any subsidiary Affiliate of the Company in accordance with the terms of this Section 12 unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesfraud. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under Section 7 of this Agreement.

Appears in 1 contract

Samples: Management Agreement (New York Mortgage Trust Inc)

Release of Money or Other Property Upon Written Request. The ------------------------------------------------------- Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement agreement shall be held by the Manager as custodian for the Company or such subsidiary, and the Manager's records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i1) 30 days following such request and (ii2) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Directorsdirectors, or the Company's or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its duties. The Company and any subsidiary of the Company shall indemnify the Manager, its directors, officers, stockholders and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoever, which arise in connection with the Manager's release of such money or other property to the Company or any subsidiary of the Company unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its duties. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under this Agreementagreement.

Appears in 1 contract

Samples: Management Agreement (Primecore Mortgage Trust Inc)

Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiary, and the Manager's ’s records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i) 30 three (3) business days following such request and (ii) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Independent Directors, or the Company's ’s or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company in accordance with this Section 12 and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesfraud. The Company and any subsidiary of the Company shall indemnify the Manager, its directorsmanagers, officers, stockholders members and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoeverwhatsoever (including, without limitation, attorneys’ fees), which arise in connection with the Manager's ’s release of such money or other property to the Company or any subsidiary of the Company in accordance with the terms of this Section 12 unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesfraud. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under Section 7 of this Agreement.

Appears in 1 contract

Samples: Management Agreement (New York Mortgage Trust Inc)

Release of Money or Other Property Upon Written Request. The Manager ------------------------------------------------------- agrees that any money or other property of the Company or any subsidiary of the Company held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiary, and the Manager's records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of time, but in no event later than the later to occur of (i) 30 days following such request and (ii) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a party. The Manager shall not be liable to the Company, any subsidiaries of the Company, the unaffiliated Unaffiliated Directors, or the Company's or its subsidiaries' stockholders for any acts performed or omissions to act by the Company or any subsidiary of the Company in connection with the money or other property released to the Company or any subsidiary of the Company in accordance with this Section 14 and not constituting bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties under this Agreement. The Company and any subsidiary of the Company shall indemnify the Manager, its directors, officers, stockholders and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoever, which arise in connection with the Manager's release of such money or other property to the Company or any subsidiary of the Company in accordance with the terms of this Section 14 unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties under this Agreement. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under Section 8 of this Agreement.

Appears in 1 contract

Samples: Management Agreement (Apex Mortgage Capital Inc)

Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company Subsidiary held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiarySubsidiary, and the Manager's ’s records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiarySubsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company Subsidiary any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company Subsidiary under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company within a reasonable period of timeany Subsidiary as promptly as practicable, but in no event later than the later to occur of (i) 30 45 days following such request and (ii) request. Upon the earliest time following delivery of such request that remittance will not cause the Manager money or other property to violate any law or breach any agreement to which it or the Company is a party. The or any Subsidiary, the Manager shall not be liable to the Company, any subsidiaries of the CompanySubsidiary, the unaffiliated Independent Directors, or the Company's ’s or its subsidiaries' a Subsidiary’s stockholders or partners for any acts performed or omissions to act by the Company or any subsidiary of the Company Subsidiary in connection with the money or other property released to the Company or any subsidiary Subsidiary in accordance with the second sentence of the Company this Section 17 and not constituting bad faith, willful misconduct, gross negligence or reckless disregard by the Manager of its dutiesduties under this Agreement. The Company and any subsidiary of the Company Subsidiary shall indemnify the ManagerManager and its stockholders, its directors, officers, stockholders officers and employees against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoever, which arise in connection with the Manager's ’s release of such money or other property to the Company or any subsidiary Subsidiary in accordance with the terms of the Company this Section 17 unless such expenses, losses, damages, liabilities, demands, charges and claims arise in connection with acts or omissions which constitute bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties under this Agreement. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under Section 11 of this Agreement.

Appears in 1 contract

Samples: Management Agreement (Galiot Capital CORP)

Release of Money or Other Property Upon Written Request. The Manager agrees that any money or other property of the Company or any subsidiary of the Company Subsidiary held by the Manager under this Agreement shall be held by the Manager as custodian for the Company or such subsidiarySubsidiary, and the Manager's ’s records shall be appropriately marked clearly to reflect the ownership of such money or other property by the Company or such subsidiarySubsidiary. Upon the receipt by the Manager of a written request signed by a duly authorized officer of the Company requesting the Manager to release to the Company or any subsidiary of the Company Subsidiary any money or other property then held by the Manager for the account of the Company or any subsidiary of the Company Subsidiary under this Agreement, the Manager shall release such money or other property to the Company or such subsidiary of the Company any Subsidiary within a reasonable period of time, time but in no event later than the later to occur of (i) 30 days following such request and (ii) the earliest time following such request that remittance will not cause the Manager to violate any law or breach any agreement to which it or the Company is a partyrequest. The Manager shall not be liable to the Company, any subsidiaries of the CompanySubsidiary, the unaffiliated Directors, Independent Directors or the Company's ’s or its subsidiaries' a Subsidiary’s stockholders or partners for any acts performed or omissions to act by the Company or any subsidiary of the Company Subsidiary in connection with the money or other property released to the Company or any subsidiary Subsidiary in accordance with the second sentence of the Company and not constituting this Section 18 other than if it acts in a way that constitutes bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties hereunder. The Company and any subsidiary of the Company each Subsidiary shall indemnify the ManagerManager and its officers, its directors, officerspersonnel, stockholders managers, agents and employees officers against any and all expenses, losses, damages, liabilities, demands, charges and claims of any nature whatsoever, which arise in connection with as a result of the Manager's ’s release of such money or other property to the Company or any subsidiary such Subsidiary in accordance with the terms of the Company unless such expenses, losses, damages, liabilities, demands, charges and claims arise this Section 18 other than if it acts in connection with acts or omissions which constitute a way that constitutes bad faith, willful misconduct, gross negligence or reckless disregard of its dutiesduties hereunder. Indemnification pursuant to this provision shall be in addition to any right of the Manager to indemnification under Section 12 of this Agreement.

Appears in 1 contract

Samples: Management Agreement (Foursquare Capital Corp)

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