Authority of the Advisor Sample Clauses

Authority of the Advisor. (a) Pursuant to the terms of this Agreement (including the restrictions included in this Section 5 and in Section 10), and subject to the continuing and exclusive authority of the Board over the supervision of the Company, the Company, acting on the authority of the Board of Directors, hereby delegates to the Advisor the authority to perform the services described in Section 3. (b) Notwithstanding anything herein to the contrary, all Investments will require the prior approval of the Board, any particular Directors specified by the Board or any committee of the Board specified by the Board, as the case may be. (c) If a transaction requires approval by the Independent Directors, the Advisor will deliver to the Independent Directors all documents and other information reasonably required by them to evaluate the proposed transaction. (d) The Board may, at any time upon the giving of Notice to the Advisor, modify or revoke the authority set forth in this Section 5; 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 Company or the Operating Partnership prior to the date of receipt by the Advisor of such notification.

Authority of the Advisor a. In connection with the investment and reinvestment of the assets of each of the Funds, the Advisor is authorized on behalf of the Fund, to place orders for the execution of the Fund's portfolio transactions in accordance with the applicable policies of the Fund as set forth in the Trust's Registration Statement, as such Registration Statement may be amended from time to time. The Advisor shall place orders for the purchase or sale of securities either directly with the issuer or with a broker or dealer selected by the Advisor. In placing the Fund's securities trades, it is recognized that the Advisor will give primary consideration to securing the most favorable price and efficient execution, so that the Fund's total cost or proceeds in each transaction will be the most favorable under all circumstances. Within the framework of this policy, the Advisor may consider the financial responsibility, research and investment information, and other services provided by brokers or dealers who may effect or be a party to any such transaction or other transactions to which other clients of the Advisor may be a party. b. It is understood that it is desirable for each Fund of the Trust that the Advisor have access to investment and market research and securities and economic analyses provided by brokers and others. It is also understood that brokers providing such services may execute brokerage transactions at a higher cost to the Fund than might result from the allocation of brokerage to other brokers purely based on seeking the most favorable price. Therefore, the purchase and sale of securities for the Fund may be made with brokers who provide such research and analysis, subject to review by the Trustees from time to time with respect to the extent and continuation of this practice to determine whether the Fund benefits, directly or indirectly, from such practice. It is understood by both parties that the Advisor may select broker-dealers for their execution of the Fund's portfolio transactions who provide research and analysis as the Advisor may lawfully and appropriately use in its investment management and advisory capacities, whether or not such research and analysis also may be useful to the Advisor in connection with its services to other clients. c. On occasions when the Advisor deems the purchase or sale of a security to be in the best interests of the Fund, as well as of other clients, the Advisor to the extent permitted by applicable laws and regulation...

Authority of the Advisor. The Advisor shall for all purposes herein be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust or the Fund in any way or otherwise be deemed an agent of the Trust or the Fund. However, one or more shareholders, officers, directors or employees of the Advisor may serve as trustees and/or officers of the Trust, but without compensation or reimbursement of expenses for such services from the Trust. Nothing herein contained shall be deemed to require the Trust to take any action contrary to its Declaration of Trust, as amended, restated or supplemented, or any applicable statute or regulation, or to relieve or deprive the Board of Trustees of its responsibility for and control of the affairs of the Fund.

Authority of the Advisor. 9 (a) General........................................................................................... 9 (b) Powers of the Advisor............................................................................. 9 (c) Approval by Directors............................................................................. 9 (d) Modification or Revocation of Authority of Advisor................................................ 9

Authority of the Advisor. The Advisor shall supervise and manage the investment portfolio of the Fund, and, subject to such policies as the directors of the Company may determine, direct the purchase and sale of investment securities in the day-to-day management of the Fund. The Advisor shall for all purposes herein be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Company or the Fund in any way or otherwise be deemed an agent of the Company or the Fund. However, one or more shareholders, officers, directors or employees of the Advisor may serve as directors and/or officers of the Company, but without compensation or reimbursement of expenses for such services from the Company. Nothing herein contained shall be deemed to require the Company to take any action contrary to its Articles of Incorporation or By-Laws or any applicable statute or regulation, or to relieve or deprive the directors of the Company of their responsibility for, and control of, the affairs of the Fund.

Authority of the Advisor. (a) Advisor shall have full power to manage and direct the investments of and for Client's account (the "Account"), without prior consultation with Client, subject, however, to the limitations referred to in clause (b) of this paragraph 1 and paragraph 5 hereof. This discretionary authority makes the Advisor agent and attorney-in-fact with full power and authority on behalf of the Account (i) to buy, sell, exchange, convert and otherwise trade in any and all stocks, bonds and other securities and investments as the Advisor may select; and (ii) to establish and deal through accounts with one or more securities brokerage firms, dealers or banks as Advisor may select; provided, however, that none of such firms, dealers or banks shall be a person or entity that controls, or is controlled by, or is under common control with, Advisor. This discretionary authority shall remain in full force and effect for the duration of this Agreement or until the Advisor receives written notice from Client of its termination in accordance with the terms of this Agreement. Advisor will not be responsible for giving client investment advice or taking any other action with respect to any assets of Client not included in the Account. (b) Notwithstanding any other provision of this Agreement, it is understood and acknowledged by the parties hereto that Client shall at all times have ultimate control of and responsibility with respect to the functions which Client is delegating to Advisor pursuant to the terms of this Agreement. In furtherance of the foregoing, Advisor shall follow the instructions of Client's Chief Executive Officer. Chief Financial Officer or Chief Underwriting Officer in connection with the management and investment of Account.

Authority of the Advisor. The Advisor has the necessary limited liability company power and authority to execute and deliver this Agreement and to complete the transactions contemplated hereby. The Advisor has taken all action required by law and its governing documents to authorize the Advisor’s execution, delivery and performance of this Agreement. The Advisor has duly and validly executed and delivered this Agreement and, assuming the due authorization, execution and delivery of this Agreement by all of the other parties hereto, this Agreement constitutes the legal and valid binding obligations of the Advisor enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to creditors’ rights generally and to general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Authority of the Advisor. (a) The Advisor shall have full power to supervise and direct the investment and reinvestment of cash, securities and other property held in the Account and to engage in such transactions on the Client's behalf as the Advisor may deem appropriate, in the Advisor's absolute discretion and without prior consultation with the Client, subject only to the Guidelines and the terms of this Agreement. Subject to the foregoing, the authority hereby granted to the Advisor includes, but is not limited to, the power to: (i) (A) continuously supervise the composition of the Account including, without limitation, determining from time to time what Investments will be purchased, retained or sold, what contracts will be entered into by the Client and what portion of assets in the Account will be invested in short-term investments or retained as cash; (B) cause the Client to purchase or sell any asset, enter into any other investment-related transaction, including selecting brokers and dealers for execution of transactions in connection with the Investments; and (C) undertake to do anything incidental to the foregoing to facilitate the performance of its obligations hereunder; (ii) engage in any lawful transactions in the Investments, as determined by the Advisor from time to time in its sole discretion; (iii) open, maintain and close accounts with brokers, which power shall include the authority to issue all instructions and authorizations to brokers regarding securities and money therein and to cause the Client to pay, or authorize the payment and reimbursement of, brokerage commissions; (iv) (A) negotiate on behalf of the Client the contractual terms of the Investments to be made by the Account, and as applicable, complete and execute, or instruct the Custodian to complete and execute, the necessary subscription documents on behalf of the Client, and (B) in the case of redemption, complete and execute, or instruct the Custodian to complete and execute, the applicable redemption documents on behalf of the Client; and (v) issue, accept, endorse and execute promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable or non-negotiable instruments and evidences of indebtedness in accordance with the Client's objectives for the Account. (b) The Client agrees to inform the Advisor in writing, as soon as practicable, of any material change in the Client's circumstances that might affect the manner in which the Client's assets should be invested...

Authority of the Advisor a. The Advisor is authorized: (i) to obtain investment information, research or assistance from any other person, firm or corporation to supplement, update or otherwise improve its investment management services; and (ii) to enter into investment sub-advisory agreements with any other registered investment adviser (a "Sub-Adviser"), subject to such approvals of the Board and shareholders of the Fund as may be required to comply with applicable provisions of the 1940 Act, delegating any or all of the investment advisory services required to be provided by the Advisor under this Agreement, subject to the supervision of the Advisor. b. In connection with the investment and reinvestment of the assets of the Fund, the Advisor is authorized on behalf of the Fund, to open, maintain and close accounts in the name and on behalf of the Fund with brokers and dealers as it determines are appropriate and to place orders for the execution of the Fund's portfolio transactions in accordance with the applicable policies of the Fund as set forth in the Registration Statement, as such Registration Statement may be amended from time to time. The Advisor shall place orders for the purchase or sale of securities either directly with the issuer of with a broker or dealer selected by the Advisor. In placing the Fund's securities trades, it is recognized that the Advisor will give primary consideration to securing the most favorable price and efficient execution, so that the Fund's total cost or proceeds in each transaction will be the most favorable under all circumstances. Within the framework of this policy, the Advisor may consider the financial responsibility, research and investment information, and other services provided by brokers or dealers who may effect or be a party to any such transaction or other transactions to which other clients of the Advisor may be a party. c. It is understood that it is desirable for the Fund that the Advisor have access to investment and market research and securities and economic analyses provided by brokers and others. It is also understood that brokers providing such services may execute brokerage transactions at a higher cost to the Fund than might result from the allocation of brokerage to other brokers purely based on seeking the most favorable price. Therefore, the purchase and sale of securities for the Fund may be made with brokers who provide such research and analysis, subject to review by the Trustees from time to time with respec...