Authority of Advisor Clause Example with 18 Variations from Business Contracts
This page contains Authority of Advisor clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Authority of Advisor. (a) Pursuant to the terms of this Agreement (including the restrictions included in Paragraph 3, this Paragraph 4 and in Paragraph 7), and subject to the continuing and exclusive authority of the Board of Directors over the management of the Corporation, the Board of Directors hereby delegates to the Advisor the authority to take, or cause to be taken, any and all actions and to execute and deliver any and all agreements, certificates, assignments, instruments or other documents and to do any an...d all things that, in the judgment of the Advisor, may be necessary or advisable in connection with the Advisor's duties described in Paragraph 3. (b) Notwithstanding the foregoing, any investment in Real Properties, including any acquisition of Real Property by the Corporation or the Operating Partnership (including any financing of such acquisition), will require the prior approval of the Board, any particular Directors specified by the Board or, if specified in a resolution or policy adopted by the Board, any committee of the Board or the Advisor, as the case may be. (c) In connection with a proposed transaction that requires the approval of the Independent Directors, the Advisor will deliver to the Independent Directors all documents and other information required by them to properly evaluate the proposed transaction. The prior approval of a majority of the Board of Directors (including a majority of the Independent Directors) will be required for each transaction to which the Advisor or its Affiliates is a party. The Board of Directors may, at any time upon the giving of written notice to the Advisor, modify or revoke the authority set forth in this Paragraph 4. If and to the extent the Board so modifies or revokes the authority contained herein, the Advisor shall henceforth submit to the Board for prior approval such proposed transactions involving investments in Assets as thereafter require prior approval, provided however, that such modification or revocation shall be effective upon receipt by the Advisor and shall not be applicable to investment transactions to which the Advisor has committed the Corporation prior to the date of receipt by the Advisor of such notification.View More
Variations of a "Authority of Advisor" Clause from Business Contracts
Authority of Advisor. (a) Pursuant to the terms of this Agreement (including the restrictions included in Paragraph 3, this Paragraph Section 4 and in Paragraph 7), Section 8), and subject to the continuing and exclusive authority of the Board of Directors over the management of the Corporation, Company, the Board (by virtue of Directors its approval of this Agreement and authorization of the execution hereof by the officers of the Company) hereby delegates to designates and appoints the Advisor as the agent and atto...rney-in-fact of the Company and the Operating Partnership, with full power and authority and without further approval of the Company and the Operating Partnership, to take, or cause to be taken, any and all actions and to execute and deliver in the name of and on behalf of the Company and the Operating Adopted by the Board of Trustees Effective 4.1.20 Partnership any and all agreements, certificates, assignments, instruments or other documents and to do any and all things that, in the judgment of the Advisor, may be necessary or advisable in connection with the Advisor's duties described in Paragraph Section 3. (b) Notwithstanding the foregoing, any investment in Real Properties, including any acquisition of Real Property an Investment that does not fit within the Company's investment objectives, strategy, guidelines, policies and limitations as approved by the Corporation or Board and within the Operating Partnership (including any financing of such acquisition), discretionary limits and authority as granted from time to time by the Board, will require the prior approval of the Board, any particular Directors Trustees specified by the Board or, if specified in a resolution or policy adopted by the Board, any committee of the Board or the Advisor, Board, as the case may be. (c) In connection with If a proposed transaction that requires the approval of by the Independent Directors, Trustees by the Governing Instruments or the Operating Partnership Agreement, the Advisor will deliver to the Independent Directors Trustees all documents and other information required by them to properly evaluate the proposed transaction. (d) The prior approval of a majority of the Board of Directors (including a majority of Board, as required by the Independent Directors) Governing Instruments or the Operating Partnership Agreement, will be required for each transaction to which the Advisor or its Affiliates is a party. (e) The Board of Directors may, at any time upon the giving of written notice to the Advisor, modify or revoke the authority set forth in this Paragraph 4. If and to the extent the Board so modifies or revokes the authority contained herein, the Advisor shall henceforth submit to the Board for prior approval such proposed transactions involving investments in Assets as thereafter require prior approval, provided Section 4; provided, however, that such modification or revocation shall be effective upon receipt by the Advisor and shall not be applicable to investment Investment transactions to which the Advisor has committed the Corporation Company or the Operating Partnership prior to the date of receipt by the Advisor of such notification. View More
Authority of Advisor. (a) Pursuant to the terms of this Agreement (including the restrictions included in Paragraph 3, this Paragraph Section 4 and in Paragraph 7), Section 8), and subject to the continuing and exclusive authority of the Board of Directors over the management of the Corporation, Company, the Board (by virtue of Directors its approval of this Agreement and authorization of the execution hereof by the officers of the Company) hereby delegates to designates and appoints the Advisor as the agent and atto...rney-in-fact of the Company and the Operating Partnership, with full power and authority and without further approval of the Company and the Operating Partnership, to take, or cause to be taken, any and all actions and to execute and deliver in the name of and on behalf of the Company and the Operating Partnership any and all agreements, certificates, assignments, instruments or other documents and to do any and all things that, in the judgment of the Advisor, may be necessary or advisable in connection with the Advisor's duties described in Paragraph Section 3. (b) Notwithstanding the foregoing, any investment in Real Properties, including any acquisition of Real Property an Investment that does not fit within the Company's investment objectives, strategy, guidelines, policies and limitations as approved by the Corporation or Board and within the Operating Partnership (including any financing of such acquisition), discretionary limits and authority as granted from time to time by the Board, will require the prior approval of the Board, any particular Directors Trustees specified by the Board or, if specified in a resolution or policy adopted by the Board, any committee of the Board or the Advisor, Board, as the case may be. Adopted by the Board of Trustees Effective 1.1.18 (c) In connection with If a proposed transaction that requires the approval of by the Independent Directors, Trustees by the Governing Instruments or the Operating Partnership Agreement, the Advisor will deliver to the Independent Directors Trustees all documents and other information required by them to properly evaluate the proposed transaction. (d) The prior approval of a majority of the Board of Directors (including a majority of Board, as required by the Independent Directors) Governing Instruments or the Operating Partnership Agreement, will be required for each transaction to which the Advisor or its Affiliates is a party. (e) The Board of Directors may, at any time upon the giving of written notice to the Advisor, modify or revoke the authority set forth in this Paragraph 4. If and to the extent the Board so modifies or revokes the authority contained herein, the Advisor shall henceforth submit to the Board for prior approval such proposed transactions involving investments in Assets as thereafter require prior approval, provided Section 4; provided, however, that such modification or revocation shall be effective upon receipt by the Advisor and shall not be applicable to investment Investment transactions to which the Advisor has committed the Corporation Company or the Operating Partnership prior to the date of receipt by the Advisor of such notification. View More
Authority of Advisor. (a) Pursuant to the terms of this Agreement (including the restrictions included in Paragraph 3, this Paragraph 4 and in Paragraph 7), and subject to the continuing and exclusive authority of the Board of Directors over the management of the Corporation, the Board of Directors hereby delegates to the Advisor the authority to take, (1) locate, analyze and select investment opportunities, (2) manage and supervise the offering process, (3) structure the terms and conditions of transactions pursuant... to which investments will be made, acquired or cause disposed of for the Corporation and the Operating Partnership, (4) acquire and dispose of investments in compliance with the investment objectives and policies of the Corporation, (5) arrange for financing or refinancing for Assets, (6) enter into leases and service contracts for Properties, (7) oversee Affiliated and non-Affiliated property managers who perform services for the Corporation or the Operating Partnership, (8) oversee Affiliated and non-Affiliated Persons with whom the Advisor contracts to perform certain of the services required to be taken, any performed under this Agreement, (9) manage communications with Stockholders, and all actions (10) manage public reporting, internal controls, accounting and to execute other record-keeping functions and deliver any general corporate services for the Corporation and all agreements, certificates, assignments, instruments or other documents and to do any and all things that, in the judgment of the Advisor, may be necessary or advisable in connection with the Advisor's duties described in Paragraph 3. Operating Partnership. (b) Notwithstanding the foregoing, any investment in Real Properties, including any acquisition of Real Property by the Corporation or the Operating Partnership (including any financing of such acquisition), will require the prior approval of the Board, any particular Directors specified by the Board or, if specified in a resolution or policy adopted by the Board, any committee of the Board or the Advisor, Board, as the case may be. (c) In connection with a proposed transaction that requires the approval of the Independent Directors, the Advisor will deliver to the Independent Directors all documents and other information required by them to properly evaluate the proposed transaction. The prior approval of a majority of the Board of Directors (including a majority of the Independent Directors) will be required for each transaction to which the Advisor or its Affiliates is a party. The Board of Directors may, at any time upon the giving of written notice to the Advisor, modify or revoke the authority set forth in this Paragraph 4. If and to the extent the Board so modifies or revokes the authority contained herein, the Advisor shall henceforth submit to the Board for prior approval such proposed transactions involving investments in Assets as thereafter require prior approval, provided however, that such modification or revocation shall be effective upon receipt by the Advisor and shall not be applicable to investment transactions to which the Advisor has committed the Corporation prior to the date of receipt by the Advisor of such notification. 13 5. BANK ACCOUNTS . The Advisor may establish and maintain one or more bank accounts in the name of the Corporation, the Operating Partnership or the Operating Partnership's subsidiaries and may collect and deposit into any such account or accounts, and disburse from any such account or accounts, any money on behalf of the Corporation, the Operating Partnership or the Operating Partnership's subsidiaries, under such terms and conditions as the Board of Directors may approve, provided that no funds shall be commingled with the funds of the Advisor; and the Advisor shall from time to time render appropriate accountings of such collections and payments to the Board of Directors and to the auditors of the Corporation.6. RECORDS; ACCESS . The Advisor shall maintain appropriate records of all its activities hereunder and make such records available for inspection by the Board of Directors and by counsel, auditors and authorized agents of the Corporation, at any time or from time to time during normal business hours. The Advisor shall at all reasonable times have access to the books and records of the Corporation and the Operating Partnership. View More
Authority of Advisor. (a) Pursuant to the terms of this Agreement (including the restrictions included in Paragraph 3, this Paragraph Section 4 and in Paragraph 7), Section 8), and subject to the continuing and exclusive authority of the Board of Directors over the management of the Corporation, Company, the Board (by virtue of Directors its approval of this Agreement and authorization of the execution hereof by the officers of the Company) hereby delegates to designates and appoints the Advisor as the agent and atto...rney-in-fact of the Company and the Operating Partnership, with full power and authority and without further approval of the Company and the Operating Partnership, to take, or cause to be taken, any and all actions and to execute and deliver in the name of and on behalf of the Company and the Operating Partnership any and all agreements, certificates, assignments, instruments or other documents and to do any and all things that, in the judgment of the Advisor, may be necessary or advisable in connection with the Advisor's duties described in Paragraph Section 3. (b) Notwithstanding the foregoing, any investment in Real Properties, including any acquisition of Real Property an Investment that does not fit within the Company's investment objectives, strategy, guidelines, policies and limitations as approved by the Corporation or Board Adopted by the Operating Partnership (including any financing Board of such acquisition), Trustees Effective 1.1.16 and within the discretionary limits and authority as granted from time to time by the Board, will require the prior approval of the Board, any particular Directors Trustees specified by the Board or, if specified in a resolution or policy adopted by the Board, any committee of the Board or the Advisor, Board, as the case may be. (c) In connection with If a proposed transaction that requires the approval of by the Independent Directors, Trustees by the Governing Instruments or the Operating Partnership Agreement, the Advisor will deliver to the Independent Directors Trustees all documents and other information required by them to properly evaluate the proposed transaction. (d) The prior approval of a majority of the Board of Directors (including a majority of Board, as required by the Independent Directors) Governing Instruments or the Operating Partnership Agreement, will be required for each transaction to which the Advisor or its Affiliates is a party. (e) The Board of Directors may, at any time upon the giving of written notice to the Advisor, modify or revoke the authority set forth in this Paragraph 4. If and to the extent the Board so modifies or revokes the authority contained herein, the Advisor shall henceforth submit to the Board for prior approval such proposed transactions involving investments in Assets as thereafter require prior approval, provided Section 4; provided, however, that such modification or revocation shall be effective upon receipt by the Advisor and shall not be applicable to investment Investment transactions to which the Advisor has committed the Corporation Company or the Operating Partnership prior to the date of receipt by the Advisor of such notification. View More
Authority of Advisor. (a) Pursuant to the terms of this Agreement (including the restrictions included in Paragraph 3, this Paragraph Section 4 and in Paragraph Section 7), and subject to the continuing and exclusive authority of the Board of Directors over the management of the Corporation, Company, the Board of Directors hereby delegates to the Advisor the authority to take, perform the services described in Section 3. The Advisor shall have the power to delegate all or cause any part of its rights and powers to be... taken, any perform the services described in Section 3 to such officers, employees, Affiliates, agents and all actions and to execute and deliver any and all agreements, certificates, assignments, instruments or other documents and to do any and all things that, in the judgment representatives of the Advisor, Advisor or the Company as it may deem appropriate. Any authority delegated by the Advisor to any other Person shall be necessary subject to the limitations on the rights and powers of the Advisor specifically set forth in this Agreement or advisable in connection with the Advisor's duties described in Paragraph 3. Articles of Incorporation. (b) Notwithstanding the foregoing, the Advisor may not take any investment in Real Properties, including any acquisition action on behalf of Real Property by the Company without the prior approval of the Board or duly authorized committees thereof if the Articles of Incorporation or Maryland General Corporation or the Operating Partnership (including any financing of such acquisition), will Law require the prior approval of the Board, any particular Directors specified Board. The Advisor will deliver to the Board all documents and other information required by the Board or, if specified in a resolution or policy adopted by the Board, any committee of the Board or the Advisor, as the case may be. (c) In connection with to evaluate a proposed investment (and any financing related to such proposed investment). (c) If a transaction that requires the approval of by the Independent Directors, the Advisor will deliver to the Independent Directors all documents and other information required by them to properly evaluate the proposed transaction. (d) The prior approval of a majority of the Board of Independent Directors (including not otherwise interested in the transaction and a majority of the Independent Directors) Board not otherwise interested in the transaction will be required for each transaction to which the Advisor or its Affiliates is a party. (e) The Board of Directors may, at any time upon the giving of written notice to the Advisor, modify or revoke the authority or approvals set forth in Section 3 and this Paragraph 4. If and to the extent the Board so modifies or revokes the authority contained herein, the Advisor shall henceforth submit to the Board for prior approval such proposed transactions involving investments in Assets as thereafter require prior approval, provided Section 4; provided, however, that such modification or revocation shall be effective upon receipt of such notification by the Advisor and shall not be applicable to investment transactions to which the Advisor has committed the Corporation Company or the Operating Partnership prior to the date of receipt by the Advisor of such notification. View More
Authority of Advisor. (a) Pursuant to the terms of this Agreement (including the restrictions included in Paragraph 3, this Paragraph Section 4 and in Paragraph 7), Section 8), and subject to the continuing and exclusive authority of the Board of Directors over the management supervision of the Corporation, Company, the Company, acting on the authority of the Board of Directors Directors, hereby delegates to the Advisor the authority to take, or cause to be taken, any and all actions and to execute and deliver any an...d all agreements, certificates, assignments, instruments or other documents and to do any and all things that, in perform the judgment of the Advisor, may be necessary or advisable in connection with the Advisor's duties services described in Paragraph Section 3. 11 (b) Notwithstanding anything herein to the foregoing, any investment in Real Properties, including any acquisition contrary, all acquisitions of Real Property by the Corporation or the Operating Partnership (including any financing of such acquisition), Estate Assets will require the prior approval of the Board, any particular Directors specified by the Board or, if specified in a resolution or policy adopted by the Board, any committee of the Board or specified by the Advisor, Board, as the case may be. (c) In connection with If a proposed transaction that requires the approval of by the Independent Directors, the Advisor will deliver to the Independent Directors all documents and other information reasonably required by them to evaluate properly evaluate the proposed transaction. The prior approval of a majority of the Board of Directors (including a majority of the Independent Directors) will be required for each transaction to which the Advisor or its Affiliates is a party. (d) The Board of Directors may, at any time upon the giving of written notice to the Advisor, modify or revoke the authority set forth in this Paragraph 4. If and to the extent the Board so modifies or revokes the authority contained herein, the Advisor shall henceforth submit to the Board for prior approval such proposed transactions involving investments in Assets as thereafter require prior approval, provided Section 4; provided, however, that such modification or revocation shall be effective upon receipt by the Advisor and shall not be applicable to investment transactions to which the Advisor has committed the Corporation Company or the Operating Partnership prior to the date of receipt by the Advisor of such notification. View More
Authority of Advisor. (a) Pursuant to the terms of this Agreement (including the restrictions included in Paragraph 3, this Paragraph Section 4 and in Paragraph 7), Section 8), and subject to the continuing and exclusive authority of the Board of Directors over the management of the Corporation, Company, the Board (by virtue of Directors its approval of this Agreement and authorization of the execution hereof by the officers of the Company) hereby delegates to the Advisor the authority to take, or cause to be taken, ...any and all actions and to execute and deliver any and all agreements, certificates, assignments, instruments or other documents and to do any and all things that, in the judgment of the Advisor, may be necessary or advisable in connection with the Advisor's duties described in Paragraph 3. Section 3, including the making of any Investment that fits within the Company's investment objectives, strategy and guidelines, policies and limitations and within the discretionary limits and authority as granted to the Advisor from time to time by the Board. (b) Notwithstanding the foregoing, any investment in Real Properties, including any acquisition of Real Property by an Investment that does not fit within the Corporation or the Operating Partnership (including any financing of such acquisition), Investment Guidelines will require the prior approval of the Board, Board or any particular Directors specified by the Board or, if specified in a resolution or policy adopted by the Board, any duly authorized committee of the Board or the Advisor, Board, as the case may be. (c) In connection with If a proposed transaction that requires approval by the approval of the Independent Directors, the Advisor will deliver to the Independent Directors all documents and other information required by them to properly evaluate the proposed transaction. (d) The prior approval of a majority of the Board of Independent Directors (including not otherwise interested in the transaction and a majority of the Independent Directors) Directors not otherwise interested in the transaction will be required for each transaction to which the Advisor or its Affiliates is a party. (e) The Board of Directors may, at any time upon the giving of written notice to the Advisor, amend the Investment Guidelines or modify or revoke the authority set forth in this Paragraph 4. If and to the extent the Board so modifies or revokes the authority contained herein, the Advisor shall henceforth submit to the Board for prior approval such proposed transactions involving investments in Assets as thereafter require prior approval, provided Section 4; provided, however, that such modification or revocation shall be effective upon receipt by the Advisor or such later date as is specified by the Board and included in the notice provided to the Advisor and such modification or revocation shall not be applicable to investment transactions to which the Advisor has committed the Corporation Company or the Operating Partnership prior to the date of receipt by the Advisor of such notification. notification, or if later, the effective date of such modification or revocation specified by the Board. View More
Authority of Advisor. (a) Pursuant to the terms of this Agreement (including the restrictions included in Paragraph 3, this Paragraph Section 4 and in Paragraph 7), Section 9), and subject to the continuing and exclusive authority of the Board of Directors over the management supervision of the Corporation, Company, the Company, acting on the authority of the Board of Directors Directors, hereby delegates to the Advisor the authority to take, or cause to be taken, any and all actions and to execute and deliver any an...d all agreements, certificates, assignments, instruments or other documents and to do any and all things that, in perform the judgment of the Advisor, may be necessary or advisable in connection with the Advisor's duties services described in Paragraph Section 3. 12 (b) Notwithstanding anything herein to the foregoing, any investment in Real Properties, including any acquisition of Real Property by the Corporation or the Operating Partnership (including any financing of such acquisition), contrary, all Investments will require the prior approval of the Board, any particular Directors specified by the Board or, if specified in a resolution or policy adopted by the Board, any committee of the Board or specified by the Advisor, Board, as the case may be. (c) In connection with If a proposed transaction that requires the approval of by the Independent Directors, the Advisor will deliver to the Independent Directors all documents and other information reasonably required by them to evaluate properly evaluate the proposed transaction. The prior approval of a majority of the Board of Directors (including a majority of the Independent Directors) will be required for each transaction to which the Advisor or its Affiliates is a party. (d) The Board of Directors may, at any time upon the giving of written notice to the Advisor, modify or revoke the authority set forth in this Paragraph 4. If and to the extent the Board so modifies or revokes the authority contained herein, the Advisor shall henceforth submit to the Board for prior approval such proposed transactions involving investments in Assets as thereafter require prior approval, provided Section 4; provided, however, that such modification or revocation shall be effective upon receipt by the Advisor and shall not be applicable to investment transactions to which the Advisor has committed the Corporation Company or the Operating Partnership prior to the date of receipt by the Advisor of such notification. View More
Authority of Advisor. (a) a. Pursuant to the terms of this Agreement (including the restrictions included in Paragraph 3, this Paragraph Section 4 and in Paragraph 7), Section 9), and subject to the continuing and exclusive authority of the Board of Directors over the management supervision of the Corporation, Company, the Company, acting on the authority of the Board of Directors Directors, hereby delegates to the Advisor the authority to take, or cause to be taken, any and all actions and to execute and deliver any... and all agreements, certificates, assignments, instruments or other documents and to do any and all things that, in perform the judgment of the Advisor, may be necessary or advisable in connection with the Advisor's duties services described in Paragraph Section 3. (b) 8 b. Notwithstanding anything herein to the foregoing, any investment in Real Properties, including any acquisition contrary, all acquisitions of Real Property by the Corporation or the Operating Partnership (including any financing of such acquisition), Estate Assets will require the prior approval of the Board, any particular Directors specified by the Board or, if specified in a resolution or policy adopted by the Board, any committee of the Board or specified by the Advisor, Board, as the case may be. (c) In connection with c. If a proposed transaction that requires the approval of by the Independent Directors, the Advisor will deliver to the Independent Directors all documents and other information reasonably required by them to evaluate properly evaluate the proposed transaction. The prior approval of a majority of the Board of Directors (including a majority of the Independent Directors) will be required for each transaction to which the Advisor or its Affiliates is a party. d. The Board of Directors may, at any time upon the giving of written notice to the Advisor, modify or revoke the authority set forth in this Paragraph 4. If and to the extent the Board so modifies or revokes the authority contained herein, the Advisor shall henceforth submit to the Board for prior approval such proposed transactions involving investments in Assets as thereafter require prior approval, provided Section 4; provided, however, that such modification or revocation shall be effective upon receipt by the Advisor and shall not be applicable to investment transactions to which the Advisor has committed the Corporation Company or the Operating Partnership prior to the date of receipt by the Advisor of such notification. View More
Authority of Advisor. (a) Pursuant to the terms of this Agreement (including the restrictions included in Paragraph 3, this Paragraph Section 4 and in Paragraph 7), Section 9), and subject to the continuing and exclusive authority of the Board of Directors over the management supervision of the Corporation, Company, the Company, acting on the authority of the Board of Directors Directors, hereby delegates to the Advisor the authority to take, or cause to be taken, any and all actions and to execute and deliver any an...d all agreements, certificates, assignments, instruments or other documents and to do any and all things that, in perform the judgment of the Advisor, may be necessary or advisable in connection with the Advisor's duties services described in Paragraph Section 3. (b) Notwithstanding anything herein to the foregoing, any investment in Real Properties, including any acquisition of Real Property by the Corporation or the Operating Partnership (including any financing of such acquisition), contrary, all Investments will require the prior approval of the Board, any particular Directors specified by the Board or, if specified in a resolution or policy adopted by the Board, any committee of the Board or specified by the Advisor, Board, as the case may be. 13 (c) In connection with If a proposed transaction that requires the approval of by the Independent Directors, the Advisor will deliver to the Independent Directors all documents and other information reasonably required by them to evaluate properly evaluate the proposed transaction. The prior approval of a majority of the Board of Directors (including a majority of the Independent Directors) will be required for each transaction to which the Advisor or its Affiliates is a party. (d) The Board of Directors may, at any time upon the giving of written notice to the Advisor, modify or revoke the authority set forth in this Paragraph 4. If and to the extent the Board so modifies or revokes the authority contained herein, the Advisor shall henceforth submit to the Board for prior approval such proposed transactions involving investments in Assets as thereafter require prior approval, provided Section 4; provided, however, that such modification or revocation shall be effective upon receipt by the Advisor and shall not be applicable to investment transactions to which the Advisor has committed the Corporation Company or the Operating Partnership prior to the date of receipt by the Advisor of such notification. View More
