Operation of the Fund Sample Clauses

Operation of the Fund. 4.1 Seneca Partners will provide the Fund, and the Agreement will commence with effect from the date being 14 days after acceptance of your Application Form. 4.2 In providing the Fund, we will (normally acting as your agent) have complete discretion to exercise powers in relation to the selection of, or exercising rights relating to, investments to be made or which have been made on your behalf via the Fund (the “Investments”). This discretion shall include, without limitation, the exercise of all conversion, subscription, voting and other rights such as may arise in respect of the Investments and any decision to sell, redeem or otherwise realise all or any part of the Investments on your behalf. 4.3 We have engaged the Custodian to provide administration and safe custody services in relation to the Investments and cash received by way of Subscriptions or otherwise. 4.4 Except as expressly provided in the Agreement (or unless otherwise authorised), Seneca Partners shall not have any authority to act on your behalf or to act as your agent. 4.5 In providing the Fund, we will also arrange transactions in relation to the Investments and we have agreed to undertake various responsibilities such as sourcing potential Investments, conducting due diligence, monitoring performance and arranging appropriate exits. We have appointed an Investment Committee who shall maintain oversight in relation to such matters and details of those persons who form this committee upon your acceptance into the Fund are set out in the Information Memorandum.
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Operation of the Fund. Except as otherwise provided herein, this Agreement shall not limit the authority of the Feeder Fund to take such action as it may deem appropriate or advisable in connection with all matters relating to the operation of the Feeder Fund and the sale of interests in the Feeder Fund.
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Operation of the Fund. ‌ 13 Administrative Budget‌ The Board shall arrange for the preparation of an annual administrative budget by 1 September each year.
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Operation of the Fund. During the Term of this Agreement, DHCM will file, or cause to be filed, all periodic reports and statements with all Authorities and continuously operate and manage the Fund in the Territory and offer and sell shares of the Fund to the public, in compliance with all Applicable Laws.
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Operation of the Fund. Pursuant to written instructions to the New York State Comptroller dated August [ ], 2021, the Commissioner of Finance and the President of the Board of Education of the School District have directed the New York State Comptroller's Office to deposit all State Aid to Education into the Fund except for any amount of State Aid to Education withheld from the City or School District in accordance with the provisions of the Act.
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Operation of the Fund. Coast Funds shall manage the Marine Stewardship Fund and disburse endowment income in accordance with: (a) the GBS PFP Financial Plan, attached to the GBS PFP Closing Agreement; (b) the Investment Plan and Investment Guidelines; (c) the GBS PFP Tier 1 Agreement, and specifically the GBS PFP Allocation Model attached as Schedule 1 and the Coast Funds’ Processes and Fund Criteria attached as Schedule 2 to such agreement; (d) Coast Fund’s manual of operations for the GBS PFP, which includes the process for funding approvals, eligibility criteria, permitted activities and other relevant information with respect to the administration of the PFP Funds, including the Marine Stewardship Fund (the “Manual of Operations”); and (e) any other policies maintained by Coast Funds that are applicable to the management of the Marine Stewardship Fund, in each case as may be amended from time to time.
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Operation of the Fund. The Fund Manager will be responsible for delivering programme, financial, procurement and staff management functions following GoR procedures and compatible with GoR systems, ensuring high level of quality control across these tasks. At the end of the 3‐month Inception Phase, the Fund Manager will deliver outputs specified in Section 6 – Deliverables below. Progress to the Implementation Phase will be dependent upon approval of the implementation plan by DFID and the GoR, and the satisfactory performance of the FMT.
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Operation of the Fund 
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Related to Operation of the Fund

  • Operation of the Business During the period from the date of this Agreement to the Closing Date, the Stockholders shall cause the Company to conduct its operations and the Business in the Ordinary Course of Business and in material compliance with all laws applicable to the Company or any of its properties or assets and, to the extent consistent therewith, use its Reasonable Best Efforts to preserve intact its current business organization, keep its physical assets in good working condition, keep available the services of its current officers and employees and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect. Without limiting the generality of the foregoing, prior to the Closing Date, the Company and the Stockholders shall not and shall cause the Company not to, in each case, without the prior written consent of the Buyer (which consent shall not be unreasonably withheld, conditioned or delayed) and except as otherwise contemplated by this Agreement, incur any funded indebtedness: (a) issue or sell, or redeem or repurchase, any stock or other securities of the Company or any warrants, options or other rights to acquire any such stock or other securities (except pursuant to the conversion or exercise of outstanding convertible securities, options or warrants outstanding on the date hereof), or amend any of the terms of (including without limitation the vesting of) any such convertible securities or options or warrants; (b) except as otherwise contemplated under Section 4.4(h), below, split, combine or reclassify any shares of its capital stock; or, except as may be required to enable Stockholders to pay taxes on the Pre-Tax Profits of the Company through the Closing Date, and except as otherwise contemplated under Section 4.4(h), below, declare, set aside or pay any dividend or other distribution (whether in cash, stock or property or any combination thereof) in respect of its capital stock; (c) except in connection with the Required Financing (hereinafter described), create, incur, assume or guaranty any indebtedness for borrowed money (including obligations in respect of capital leases) except in the Ordinary Course of Business or in connection with the transactions contemplated by this Agreement; assume, guarantee, endorse or otherwise become liable or responsible (whether directly, contingently or otherwise) for the obligations of any other person or entity; or make any loans, advances or capital contributions to, or investments in, any other person or entity; (d) enter into, adopt or amend any Employee Benefit Plan or any employment or severance agreement or arrangement or (except for normal increases in the Ordinary Course of Business for employees who are not Affiliates) increase in any manner the compensation or fringe benefits of, or materially modify the employment terms of, its directors, officers or employees, generally or individually, or pay any bonus or other benefit to its directors, officers or employees; (e) acquire, sell, lease, license or dispose of any assets or property (including without limitation any shares or other equity interests in or securities of the Company or any corporation, partnership, association or other business organization or division thereof), other than purchases and sales of Inventories and other assets in the Ordinary Course of Business; (f) except in connection with the Required Financing (hereinafter described), mortgage or pledge any of its property or assets (including without limitation any shares or other equity interests in or securities of the Company or any corporation, partnership, association or other business organization or division thereof), or subject any such property or assets to any Security Interest; (g) discharge or satisfy any Security Interest or pay any obligation or liability other than in the Ordinary Course of Business; (h) as at the Closing Date, and after giving effect to the declaration or funding of any dividends or distributions to the Stockholders, whether in cash or in property, (A) the combined stockholders’ equity of both the Company and DiscCo shall be not less than $4,000,000, (B) neither the Company nor DiscCo will have an indebtedness in excess of $100,000, and (C) not less than $500,000 of the combined assets of both the Company and DiscCo will be in the form of cash, cash equivalents or immediately marketable securities which is necessary to cover operating expenses of the Company and DiscCo incurred in the ordinary course of business; (i) amend the charter, by-laws or other organizational documents of the Company; (j) change in any material respect its accounting methods, principles or practices, except insofar as may be required by a generally applicable change in GAAP; (k) enter into, amend, terminate, take or omit to take any action that would constitute a violation of or default under, or waive any rights under, any material Contract or agreement; (l) institute or settle any Legal Proceeding; (m) take any action or fail to take any action permitted by this Agreement with the knowledge that such action or failure to take action would result in (i) any of the representations and warranties of the Company set forth in this Agreement becoming untrue in any material respect or (ii) any of the conditions to the Closing set forth in Article V not being satisfied; or (n) agree in writing or otherwise to take any of the foregoing actions.