Manager Parties definition

Manager Parties shall have the meaning set forth in the Preamble.

Manager Parties has the meaning assigned in Section 3(b).

Manager Parties means the Manager’s affiliates, subsidiaries and agents, and their respective directors, officers and employees.

Examples of Manager Parties in a sentence

• The Company further understands that the Investment Manager Parties may or may not have an interest in the securities whose purchase and sale the Investment Manager may recommend.

• Furthermore, the Company understands and agrees that each Investment Manager Party shall have the right to engage, directly or indirectly, in the same or similar business activities or lines of business as the Investment Manager and any other Investment Manager Party and no knowledge or expertise of any Investment Manager Parties or any opportunities available to such Investment Manager Parties shall be imputed to the Investment Manager or any other Investment Manager Parties.

• Actions with respect to securities of the same kind may be the same as or different from the action which the Investment Manager Parties or other investors may take with respect thereto.

• If the Operating Partnership determines that the applicable Controlled Properties have both Economic Occupancy and Physical Occupancy consistent with or exceeding local market levels for self-storage and/or mini-warehouse facilities for such periods, then the Operating Partnership shall so notify the applicable Manager Parties pursuant to a written notice in accordance with the provisions of Section 8.4(b) below.

• If no such Appraiser shall have been appointed within such ten (10) day period, then the Operating Partnership and the Manager Parties may apply to any court having jurisdiction to have such appointment made by such court.

More Definitions of Manager Parties

Manager Parties means Manager, its Affiliates, and its and their members, managers, officers, directors, employees, agents, and representatives.

Manager Parties has the meaning set forth in Section 12.1.

Manager Parties means the Collateral Manager, the BDC Advisor and their respective Affiliates.

Manager Parties means the Collateral Manager, the BDC Advisor, the Sub- Advisor and their respective Affiliates. “Material Adverse Effect” shall mean, with respect to any event or circumstance, a material adverse effect on (i) the business, financial condition (other than the performance of the Assets) or operations of the Issuer, taken as a whole, (ii) the validity or enforceability of the Indenture, this Agreement or the Issuer’s Certificate of Formation or Limited Liability Company Agreement or (iii) the existence, perfection, priority or enforceability of the Trustee’s lien on the Assets. “Organizational Instruments” shall mean the certificate of incorporation and bylaws (or the comparable documents for the applicable jurisdiction), in the case of a company or a corporation, or the partnership agreement, in the case of a partnership, or the certificate of formation and limited liability company agreement (or the comparable documents for the applicable jurisdiction), in the case of a limited liability company. “Owner” shall mean, with respect to any Person, any direct or indirect shareholder, member, partner or other equity or beneficial owner thereof. “Proceedings” shall have the meaning set forth in Section 22. “Related Person” shall mean, with respect to any Person, the Owners, directors, officers, employees, managers, agents and professional advisors thereof. “Responsible Officer” shall mean any officer, authorized person or employee of the Collateral Manager set forth on the list provided by the Collateral Manager to the Issuer and the

Manager Parties is defined in Section 6.01.

Manager Parties means Manager, Manager’s affiliates and successors, and their respective partners, shareholders, members, directors, officers, employees and agents, and shall also include (without limitation) the Hotel Manager and any affiliates and successors of such Hotel Manager, and their respective partners, shareholders, members, directors, officers, employees and agents. “Liabilities” means claims, losses, damages, costs, expenses, penalties, and other liabilities (including, without limitation, all reasonable attorneys’ fees, experts’ fees, court costs, and other costs incurred in investigating, defending or prosecuting any litigation or proceeding), of any nature, kind or description, whether known or unknown, whether predating this Agreement or not, or whether arising out of contract, tort, strict liability, misrepresentation, or violation of applicable law. The Association (on its own behalf and on behalf of its members) hereby waives against the Manager Parties (and hereby agrees that the Manager Parties shall not be liable to the Association or any of its respective members, directors and officers with respect thereto), and shall indemnify, defend, and hold Manager Parties harmless from and against, any and all Liabilities directly or indirectly arising out of, caused by, in connection with, or resulting from (in whole or in part) (i) any financing, construction, renovation, demolition, replacement, condition, management or operation of the Project (and all real and personal property therein or thereon) or the Association, or (ii) the performance of this Agreement or of the Association Management; except to the extent such Liabilities are caused by the gross negligence or willful misconduct of Manager during the term of this Agreement. THE OBLIGATIONS OF THE ASSOCIATION UNDER THIS SECTION 3.5 SHALL APPLY TO LIABILITIES EVEN IF SUCH LIABILITIES ARE CAUSED IN WHOLE OR IN PART BY THE SOLE, JOINT, OR CONCURRENT ORDINARY NEGLIGENCE, FAULT, OR STRICT LIABILITY OF ANY MANAGER PARTY, WHETHER OR NOT SUCH SOLE OR CONCURRENT ORDINARY NEGLIGENCE, FAULT, OR STRICT LIABILITY IS ACTIVE OR PASSIVE.

Manager Parties means, individually or collectively, Manager and any affiliate of Manager in which either (i) Xxxxxx Xxxxxxx; (ii) Xxxxxxx Xxxxxxxxx; or (iii) an irrevocable trust which Xxxxxx Xxxxxxx or Xxxxxxx Xxxxxxxxx is the trustee of: (A) own, in the aggregate, directly or indirectly, at least fifty percent (50%) of the membership interests; and (B) possess, directly or indirectly, the power to direct or cause the direction of the day-to-day operations, management or policies of such affiliate, or the power to veto major policy decisions of such Person, whether through the ownership of voting securities, by agreement, or otherwise.