Certain Obligations of Manager Sample Clauses

Certain Obligations of Manager. Due to the nature of the terms of the leases or third party management contracts (in either case the “Operator”) entered into by Owner with Operator at certain Properties, Owner and/or Operator may be responsible for performing some of the property management services at any such Properties including, but not limited to, those services set forth in Sections 2.B, 2.C, 2.D and 2.E of this Agreement. With respect to such Properties, unless otherwise requested by Owner, Manager shall only be responsible for the oversight of Owner’s and or Operator’s obligations pursuant to the applicable lease or third party management contract terms, including, but not limited to, notifying Company of any deficiency in the performance of any of Owner’s or Operator’s lease obligations.
View SourceView Similar (5)
Certain Obligations of Manager. (a) The Manager shall: (i) arrange for Company records and books of account to be maintained in which shall be entered fully and accurately all transactions and other matters relative to the Company business; (ii) make available to any Member, at such Member's request, during normal business hours and at the principal place of business of the Company, all books and records of the Company required to be maintained by this Section 8.4, and such other financial information as shall be reasonably requested by any Member; provided, that the Manager shall not be required to disclose to any Member information regarding the Company if such information is acquired by the Company or the Manager under circumstances where the disclosure thereof to a Member may be in violation of any fiduciary duty of the Company or the Manager or in violation of a confidentiality agreement to which the Company or the Manager is subject; (iii) use its best efforts to provide, or cause to be provided, to all Members at least the following reports, within the time period specified below: (A) within twenty (20) days after the end of each fiscal accounting month end, based on a 4/4/5 accounting cycle, a statement of operations for such fiscal accounting month and a balance sheet as of the end of such calendar month; (B) within twenty (20) days after the end of each fiscal year, a statement of operations for such calendar year, a balance sheet or any other statement required under generally accepted accounting principals, as of the end of such calendar year, which shall be prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants; (C) within twenty (20) days after the end of each fiscal year, a declaration that the Company is in full compliance with its affirmative or negative covenants contained in any third party financing documents and is in full compliance with the covenants contained in Section 8.9; (D) within twenty (20) days after the end of each fiscal year, the information necessary for Members to prepare so much of their federal and all applicable state income tax returns as relates to the Company; and (E) as soon as practicable after the end of each quarter (as determined for federal estimated tax purposes), such information relating to the Company as is reasonably necessary for each Member (or its constituent Members or shareholders) to determine its (or their) quarterly federal and state estimated tax ...
View Source
Certain Obligations of Manager 
View Source

Related to Certain Obligations of Manager

  • Obligations of Management Each officer and key employee of the Company is currently devoting substantially all of his or her business time to the conduct of the business of the Company. The Company is not aware that any officer or key employee of the Company is planning to work less than full time at the Company in the future. No officer or key employee is currently working or, to the Company’s knowledge, plans to work for a competitive enterprise, whether or not such officer or key employee is or will be compensated by such enterprise.

  • CERTAIN OBLIGATIONS OF HOLDERS AND BENEFICIAL OWNERS OF ADSs

  • Certain Obligations Whenever this Agreement requires any of the Subsidiaries of any Party to take any action, this Agreement will be deemed to include an undertaking on the part of such Party to cause such Subsidiary to take such action.

  • Conditions to Obligations of the Parties The obligations of Buyer, Tribune and ▇▇▇▇▇▇▇▇ to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or waiver (such waiver to be granted by Buyer and ▇▇▇▇▇▇▇▇ (including on behalf of Tribune) as it relates to Sections 10.01(a), (b) and (c) below, and by Buyer, ▇▇▇▇▇▇▇▇ and Tribune, solely as it relates to Section 10.01(d) below, in each case, if permitted by Law), at or prior to the Closing, of each of the following conditions: (a) No provision of any applicable Law and no Order shall be in effect which has the effect of making the transactions contemplated hereby illegal or otherwise prohibits the consummation of the Closing. (b) The FCC Consent and the HSR Clearance, if any, shall have been granted or obtained and be effective. (c) Solely in the event that ▇▇▇▇▇▇▇▇ agrees to divest KSTU and KCPQ (collectively, the “Covered Stations”) in order to obtain the DOJ’s approval of the Merger, the execution by the DOJ of the DOJ Consent Decree with respect to the sale of the Covered Stations to Buyer pursuant to this Agreement or if the DOJ otherwise consents in writing with respect to such sale of the Covered Stations to Buyer. For the avoidance of doubt, if for any reason the divestiture of the Covered Stations is not required by the DOJ as a condition to the DOJ’s approval of the Merger, then the foregoing consent of DOJ shall not be a condition to the sale of the Covered Stations under this Agreement, and such Covered Stations shall be subject only to those conditions applicable to all Stations pursuant to the terms and subject to the conditions of this Agreement. (d) The conditions to the Tribune Closing shall have been satisfied or waived (except for any conditions that by their nature can only be satisfied at or as of the Tribune Closing, which conditions will be satisfied or waived at the Tribune Closing) and the Tribune Closing shall have occurred or shall be scheduled to occur immediately following the Closing.

  • Conditions of the Obligations of the Underwriter The obligations of the Underwriter to purchase the Closing Units as provided herein on the Closing Date or the Option Securities as provided herein on any Additional Closing Date, as the case may be, shall be subject to the timely performance by the Company of its covenants and other obligations hereunder, and to each of the following additional conditions: