Services to Other Clients; Certain Affiliated Activities. (a) The relationship between the Collateral Manager and the Borrower as described in this Agreement permits the Collateral Manager and its Affiliates to act in multiple capacities (i.e., act as principal or agent in addition to acting on behalf of the Borrower), and, subject only to the Collateral Manager’s obligations set forth in Section 3 hereof and the Credit Agreement, to effect transactions with or for the Borrower’s account in instances in which the Collateral Manager and its Affiliates may have multiple interests. In this regard the Borrower acknowledges that the Collateral Manager and the Collateral Manager Related Persons may have multiple proprietary, advisory, transactional and financial and other interests in other Persons that invest in assets of a similar nature to those of the Borrower, and in obligations, securities, and instruments that may be purchased, sold or held for the Borrower’s account. The Collateral Manager and/or its Affiliates may originate and invest in Managed Assets on behalf of themselves and their Affiliates and act and may act as manager of and/or as adviser to Clients in investment banking, financial advisory, asset management and other capacities related to instruments that may be purchased, sold or held on the Borrower’s behalf, and the Collateral Manager and/or its Affiliates may originate obligations or securities that the Borrower may purchase, sell or hold subject to the provisions of this Agreement and of the Credit Agreement and, with respect to Collateral Loans purchased by the Borrower from the BDC, the Master Transfer Agreement. The Collateral Manager and/or its Affiliates may syndicate Collateral Loans and/or act as agent for the lenders with respect to a Collateral Loan acquired by the Borrower. The Collateral Manager expects in the future that it and/or its Affiliates will serve as manager, collateral manager, collateral servicer, investment advisor or sub-advisor for other loan financing vehicles, collateral loan obligation vehicles, structured finance vehicles, loan funds, loan separate accounts and the like. At times, these activities and activities of the Collateral Manager and/or its Affiliates for their own respective accounts may cause the Collateral Manager or its Affiliates to take actions adverse to the interests of the Borrower. Subject to applicable law and to any obligations the BDC may have as EU Retention Provider under the Retention Letter, the Collateral Manager and/or Collateral Manager Related Persons will at certain times (a) be seeking to purchase or sell securities or obligations for the Borrower while simultaneously seeking to take the same or opposite action for themselves, or their other Clients and/or (b) take short positions or enter into short credit default swaps with respect to certain Collateral or Obligors included in the Collateral; provided, that neither the Collateral Manager nor any Collateral Manager Related Person may take any such short position or enter into any such short credit default swap for the account of the Borrower. The Borrower understands that such actions may have an adverse impact on the market which the Collateral Manager seeks to access on behalf of the Borrower. The Collateral Manager and/or Collateral Manager Related Persons may give advice, and take action, with respect to any of their Clients or their respective proprietary accounts that may differ from the advice given, or may involve a different timing or nature of action taken, than with respect to any one or all of the Collateral Manager’s Clients (including the Borrower), and effect transactions for such Clients or their respective proprietary accounts at prices or rates that may be more or less favorable than the prices or rates applying to transactions effected for the Borrower.
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Samples: Collateral Management Agreement (AB Private Credit Investors Corp), Collateral Management Agreement (AB Private Credit Investors Corp)
Services to Other Clients; Certain Affiliated Activities. (a) The relationship between the Collateral Manager and the Borrower as described in this Agreement permits the Collateral Manager and its Affiliates to act in multiple capacities (i.e., act as principal or agent in addition to acting on behalf of the Borrower), and, subject only to the Collateral Manager’s obligations set forth in Section 3 hereof and the Credit Agreement, to effect transactions with or for the Borrower’s account in instances in which the Collateral Manager and its Affiliates may have multiple interests. In this regard the Borrower acknowledges that the Collateral Manager and the Collateral Manager Related Persons may have multiple proprietary, advisory, transactional and financial and other interests in other Persons that invest in assets of a similar nature to those of the Borrower, and in obligations, securities, and instruments that may be purchased, sold or held for the Borrower’s account. The Collateral Manager and/or its Affiliates may originate and invest in Managed Assets on behalf of themselves and their Affiliates and act and may act as manager of and/or as adviser to Clients in investment banking, financial advisory, asset management and other capacities related to instruments that may be purchased, sold or held on the Borrower’s behalf, and the Collateral Manager and/or its Affiliates may originate obligations or securities that the Borrower may purchase, sell or hold subject to the provisions of this Agreement and of the Credit Agreement and, with respect to Collateral Loans Obligations purchased by the Borrower from the BDC, the Master Transfer Loan Sale Agreement. The Collateral Manager and/or its Affiliates may syndicate Collateral Loans Obligations and/or act as agent for the lenders with respect to a Collateral Loan Obligation acquired by the Borrower. The Collateral Manager expects in the future that it and/or its Affiliates will serve as manager, collateral manager, collateral servicer, investment advisor or sub-advisor for other loan financing vehicles, collateral loan obligation vehicles, structured finance vehicles, loan funds, loan separate accounts and the like. At times, these activities and activities of the Collateral Manager and/or its Affiliates for their own respective accounts may cause the Collateral Manager or its Affiliates to take actions adverse to the interests of the Borrower. Subject to applicable law and to any obligations the BDC may have as EU Retention Provider under the Retention Letterlaw, the Collateral Manager and/or Collateral Manager Related Persons will at certain times (a) be seeking to purchase or sell securities or obligations for the Borrower while simultaneously seeking to take the same or opposite action for themselves, or their other Clients and/or (b) take short positions or enter into short credit default swaps with respect to certain Collateral or Obligors included in the Collateral; provided, that neither the Collateral Manager nor any Collateral Manager Related Person may take any such short position or enter into any such short credit default swap for the account of the Borrower. The Borrower understands that such actions may have an adverse impact on the market which the Collateral Manager seeks to access on behalf of the Borrower. The Collateral Manager and/or Collateral Manager Related Persons may give advice, and take action, with respect to any of their Clients or their respective proprietary accounts that may differ from the advice given, or may involve a different timing or nature of action taken, than with respect to any one or all of the Collateral Manager’s Clients (including the Borrower), and effect transactions for such Clients or their respective proprietary accounts at prices or rates that may be more or less favorable than the prices or rates applying to transactions effected for the Borrower.
Appears in 1 contract
Samples: Collateral Management Agreement (AB Private Credit Investors Corp)
Services to Other Clients; Certain Affiliated Activities. (a) The relationship between the Collateral Manager and the Borrower as described in this Agreement permits the Collateral Manager and its Affiliates to act in multiple capacities (i.e., act as principal or agent in addition to acting on behalf of the Borrower), and, subject only to the Collateral Manager’s obligations set forth in Section 3 hereof and the Credit Agreement, to effect transactions with or for the Borrower’s account in instances in which the Collateral Manager and its Affiliates may have multiple interests. In this regard the Borrower acknowledges that the Collateral Manager and the Collateral Manager Related Persons may have multiple proprietary, advisory, transactional and financial and other interests in other Persons that invest in assets of a similar nature to those of the Borrower, and in obligations, securities, and instruments that may be purchased, sold or held for the Borrower’s account. The Collateral Manager and/or its Affiliates may originate and invest in Managed Assets on behalf of themselves and their Affiliates and act and may act as manager of and/or as adviser to Clients in investment banking, financial advisory, asset management and other capacities related to instruments that may be purchased, sold or held on the Borrower’s behalf, and the Collateral Manager and/or its Affiliates may originate obligations or securities that the Borrower may purchase, sell or hold subject to the provisions of this Agreement and of the Credit Agreement and, with respect to Collateral Loans Obligations purchased by the Borrower from the BDC, the Master Transfer Agreement. The Collateral Manager and/or its Affiliates may syndicate Collateral Loans Obligations and/or act as agent for the lenders with respect to a Collateral Loan Obligation acquired by the Borrower. The Collateral Manager expects in the future that it and/or its Affiliates will serve as manager, collateral manager, collateral servicer, investment advisor or sub-advisor for other loan financing vehicles, collateral loan obligation vehicles, structured finance vehicles, loan funds, loan separate accounts and the like. At times, these activities and activities of the Collateral Manager and/or its Affiliates for their own respective accounts may cause the Collateral Manager or its Affiliates to take actions adverse to the interests of the Borrower. Subject to applicable law and to any obligations the BDC may have as EU Retention Provider under the Retention Letter, the Collateral Manager and/or Collateral Manager Related Persons will at certain times (a) be seeking to purchase or sell securities or obligations for the Borrower while simultaneously seeking to take the same or opposite action for themselves, or their other Clients and/or (b) take short positions or enter into short credit default swaps with respect to certain Collateral or Obligors included in the Collateral; provided, that neither the Collateral Manager nor any Collateral Manager Related Person may take any such short position or enter into any such short credit default swap for the account of the Borrower. The Borrower understands that such actions may have an adverse impact on the market which the Collateral Manager seeks to access on behalf of the Borrower. The Collateral Manager and/or Collateral Manager Related Persons may give advice, and take action, with respect to any of their Clients or their respective proprietary accounts that may differ from the advice given, or may involve a different timing or nature of action taken, than with respect to any one or all of the Collateral Manager’s Clients (including the Borrower), and effect transactions for such Clients or their respective proprietary accounts at prices or rates that may be more or less favorable than the prices or rates applying to transactions effected for the Borrower.
Appears in 1 contract
Samples: Collateral Management Agreement (AB Private Credit Investors Corp)