Fiduciary Obligation Sample Clauses

Fiduciary Obligation. Counsel shall act as a fiduciary to the Comptroller and the Fund. In that regard, Counsel shall, in the discharge of its duties and the exercise of its powers hereunder: A. act with the care, skill, prudence, and diligence that a prudent person acting in a like capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with like aims; and B. be governed by the highest duty of care imposed by: (a) the fiduciary standards in effect from time to time under federal and state law that apply to persons and entities serving in a similar capacity with respect to the Comptroller or CRF (including, without limitation, the standards set forth in the Regulations of the New York State Department of Financial Services (11 NYCRR Subpart 136-2), as they may be amended from time to time or any successor provisions); (b) Sections 404 and 406 of Employee Retirement Income Security Act of 1974, as it may be amended (“ERISA”) (as if the CRF were an employee benefit plan subject to ERISA, including Title I thereof, and not a governmental plan within the meaning of section 3(32) of ERISA); and (c) any other federal or state law affecting the Comptroller or CRF that may impose a higher or comparable standard.

Fiduciary Obligation. The General Agent shall act for and on behalf of the Company in collecting and receiving funds from insureds, reinsurers, and sub-agent under this Agreement. All such funds shall be received by the General Agent in a fiduciary capacity, and shall be deposited, in the name of or for the benefit of the Company, in a separate account, and shall not be commingled in any manner or fashion with funds belonging to the General Agent or any third party.

Fiduciary Obligation. The Chairman declares that the Chairman’s relationship to the Company is that of fiduciary, and the Chairman agrees to act towards the Company and otherwise behave as a fiduciary of the Company.

Fiduciary Obligation. Berelowitz declares that his relationship to the Company is that of fiduciary, and he agrees to act towards the Company and otherwise behave as a fiduciary of the Company. The foregoing shall not derogate from Berelowitz's fiduciary duties under applicable law, including the corporate laws of Delaware.

Fiduciary Obligation. The Advisor has a fiduciary responsibility to the Company and to the Members.

Fiduciary Obligation. JLS and the Executive declare that their relationship to the Company is that of fiduciary, and they agree to act towards the Company and otherwise behave as fiduciary of the Company.

Fiduciary Obligation. The General Partner shall be under a fiduciary duty to conduct the affairs of the Partnership in the best interests of the Partnership, including the safekeeping and use of the Partnership’s assets for the exclusive benefit of the Partnership.

Fiduciary Obligation by Chiron if the Chiron Board of Directors shall have determined reasonably and in good faith, upon the advice of outside Delaware counsel, that such termination is required by its fiduciary duties to Chiron stockholders under applicable laws, by reason of an alternative, bona-fide offer having been made for the acquisition of the Company and its Subsidiaries or of all or substantially all of their businesses;

Fiduciary Obligation. In providing the Services hereunder, Counsel shall act as a fiduciary to the Comptroller and the CRF. Counsel is required, in the discharge of each of its duties and the exercise of its powers pursuant to the terms of this Agreement, to: A. act with the care, skill, prudence, and diligence under the circumstances then prevailing that a prudent person acting in a like capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with like aims; and B. abide by the standards in effect from time to time under federal and state law including rules of professional responsibility that apply to persons and entities serving in a similar capacity with respect to the Comptroller or the CRF . This would also include, without limitation, the standards set forth in 11 NYCRR Subpart 136-2 and RSSL §177, attached as Appendix D, to the extent any such standard is applicable to Counsel in the discharge of its duties under this Agreement), as they may be amended from time to time or any successor provisions; Except as may have been expressly provided herein, nothing in this Section shall be construed to limit or waive any rights the CRF may have pursuant to this Agreement. Nothing herein shall limit the CRF’s right to pursue any remedy under applicable law.