Appointment of the Asset Manager Sample Clauses

Appointment of the Asset Manager. The Managing Member exercises ultimate authority over the Assets. Pursuant to Section 5.03, the Managing Member has the right to delegate its responsibilities under this Agreement in respect of the management of the Assets. The Managing Member has agreed on behalf of the Company to appoint the Asset Manager to manage the Assets on a discretionary basis, and to exercise, to the exclusion of the Managing Member (but under the supervision and authority of the Managing Member), all the powers, rights and discretions conferred on the Managing Member in respect of the Assets and, the Managing Member, on behalf of the Company, will enter into an Asset Management Agreement pursuant to which the Asset Manager is formally appointed to manage the Assets and provide certain administrative services and assume certain costs and expenses. The consideration payable to the Asset Manager will be as set forth in the Asset Management Agreement.

Appointment of the Asset Manager. (a) The Managing Member exercises ultimate authority over the assets of each Series and SP (the “Series Assets). Pursuant to Section 5.3, the Managing Member has the right to delegate its responsibilities under this Agreement in respect of the management of such Series Assets. The Managing Member has agreed on behalf of the Company to appoint the Asset Manager to manage the Series Assets on a discretionary basis, and to exercise, to the exclusion of the Managing Member (but under the supervision and authority of the Managing Member), all the powers, rights and discretions conferred on the Managing Member in respect of the Series Assets and, the Managing Member on behalf of each Series, will enter into an Asset Management Agreement pursuant to which the Asset Manager is formally appointed to manage the Series Assets. The consideration payable to the Asset Manager for managing the Series Assets will be the Sourcing Fee and the other consideration set forth in the Asset Management Agreement. (b) The Asset Manager intends to store the Artwork in a manner that prioritizes its ongoing security, in a professional, temperature-controlled facility and in accordance with standards commonly expected when managing fine artwork of equivalent value, and always as recommended by the Managing Member in consultation with the Advisory Board. The facility will be monitored by staff, under constant video surveillance, and inspected on a periodic basis in accordance with a pre-agreed schedule. From time to time, the Artwork may be displayed or exhibited by loan to a museum, gallery or private party, and in such cases, the Asset Manager will ensure that the Artwork is handled, transported and exhibited with the appropriate care and insurance coverage to minimize loss. The Asset Manager will use commercially reasonable measures in attending to such tasks. If the Artwork is displayed or exhibited, it will be done so only if the counterparty pays for all expenses associated with the display (including transportation, security, display costs and insurance). The Asset Manager may also receive a reasonable fee from such counterparty for arranging for, negotiating the terms of, and overseeing such transaction. (c) As a compensation for its services under the Asset Management Agreement, and in consideration of it assuming the obligation to pay all of the Offering Expenses and Operating Expenses of each Series and its associated SP (other than Abort Costs and the Brokerage Fee), the Ass...

Appointment of the Asset Manager. Subject to the provisions of this Agreement, the Mortgage Asset Owner hereby retains the Asset Manager as an independent contractor for the purpose of performing the services described in this Agreement. Subject to the terms and conditions set forth herein, the Asset Manager agrees to provide advisory, consultation, asset management and other services in accordance with this Agreement and to formulate and implement strategic plans to manage, collect and dispose of the Assets. In addition, the Asset Manager shall take such actions and provide direction and approvals to the Servicer as contemplated under the Servicing Agreement or as otherwise requested by the Mortgage Asset Owner. The Asset Manager and the Mortgage Asset Owner acknowledge that the Mortgage Asset Owner shall at all times have and retain ownership and control of each Asset and that the Asset Manager will not acquire title to, any security interest in, or any other rights of any kind or any nature whatsoever, in or to any Asset.

Appointment of the Asset Manager. 2.1 The Company agrees to appoint and the Asset Manager agrees to be appointed as the Asset Manager for the purpose of the Asset Manager instructing the Company to undertake certain transactions in relation to assets linked or to be linked to the Personal Fund of a Policy subject to the terms and conditions contained in this Agreement. 2.2 The Asset Manager warrants that he is authorised to act in the capacity of an Asset Manager and that he is adequately protected by professional indemnity insurance and will continue to be so protected during the term of this Agreement. 2.3 The Asset Manager further warrants and undertakes at all times to use all reasonable skill and care in the performance of his duties pursuant to his appointment and to maintain all such authorisations, licences and permits as are necessary to act as an Asset Manager under the legislation and regulations currently in force and applicable to him. The Asset Manager shall immediately advise the Company of any change to his regulatory status.