Examples of NSAM Group in a sentence
No provision of this Agreement shall require any member of the NorthStar Realty Group or any member of the NSAM Group to continue the employment of any employee of any member of the NorthStar Realty Group or any member of the NSAM Group for any specific period of time following the Distribution Date.
Without limiting the foregoing, NSAM shall, or shall cause a member of the NSAM Group to, reimburse any such member of the NorthStar Realty Group which is a guarantor or obligor as soon as practicable (but in no event later than 30 days) following delivery by NorthStar Realty to NSAM of notice of a payment made pursuant to this Section 2.08 in respect of Liabilities of NSAM.
NorthStar Realty shall not take any action that would impair the use of any Tax Attribute by a member of the NSAM Group without the prior written consent of NSAM.
NorthStar Realty shall in good faith advise NSAM in writing of the portion, if any, of any earnings and profits, Tax Attributes or other consolidated, combined or unitary attributes that NorthStar Realty determines shall be allocated or apportioned to the NSAM Group under applicable law.
NorthStar Realty shall keep NSAM informed in a timely manner regarding such Tax Contests to the extent relating to the NSAM Group or the assets transferred to NSAM pursuant to the Transactions insofar as such Tax Contests would reasonably be expected to affect the NSAM Group.
NorthStar Realty acknowledges and agrees that, except as otherwise provided herein, it shall have full responsibility with respect to any Liabilities and the payment or performance of any obligations arising out of or relating to any employment, consulting, non-competition, retention or other compensatory arrangement previously provided by any member of the NorthStar Realty Group or NSAM Group to any NorthStar Realty Participant.
No later than 30 days after a Tax Detriment described in this Section 5.02(b) is actually realized in cash by a member of the NorthStar Realty Group or a member of the NSAM Group, NorthStar Realty (if a member of the NorthStar Realty Group actually realizes such Tax Detriment) or NSAM (if a member of the NSAM Group actually realizes such Tax Detriment) shall provide the other Company with a written calculation of the amount payable pursuant to this Section 5.02(b).
All indemnification payments under this Agreement shall be made by NorthStar Realty directly to NSAM and by NSAM directly to NorthStar Realty; provided, however, that if the Companies mutually agree with respect to any such indemnification payment, any member of the NorthStar Realty Group, on the one hand, may make such indemnification payment to any member of the NSAM Group, on the other hand, and vice versa.
Each investment opportunity sourced by the NSAM Group will be allocated to one or more of the Managed Entities, including NRE or, as applicable, affiliates of NSAM (“Affiliated Entities”) or Strategic Vehicles, for which the NSAM Group determines, in its sole discretion, the investment opportunity is most suitable.
No provision of this Agreement shall constitute a limitation on the rights to amend, modify or terminate any benefit plans, programs, policies, agreements or arrangements of any member of the NorthStar Realty Group or any member of the NSAM Group, and nothing herein shall be construed as an amendment to any such benefit plan, program, policy, agreement or arrangement.