Manager’s Role Sample Clauses
Manager’s Role. Manager and ▇▇▇▇▇▇ Bank acknowledge that Manager is providing services with respect to the Prepaid Card Programs developed by Manager that have been reviewed and approved by ▇▇▇▇▇▇ Bank and for which ▇▇▇▇▇▇ Bank has approved Manager to provide the services described in this Amended Program Manager Agreement (each as specifically identified by Program description on Schedule 2.1 hereto, as the same may be amended from time to time) (the “Approved Programs”) as an agent and representative of ▇▇▇▇▇▇ Bank, who has primary responsibility for each Program’s compliance with Applicable Law and the Program Documents. Notwithstanding the foregoing, Manager acknowledges that (i) it will comply with the Program Documents as such are provided to Manager by ▇▇▇▇▇▇ Bank; (ii) it has received and thoroughly examined the Program Documents as provided by ▇▇▇▇▇▇ Bank, and (ii) each Card Transaction that Manager or ▇▇▇▇▇▇ Bank sends to or receives from any Network constitutes Manager’s ratification of the Program Documents, as then in effect and provided to Manager by ▇▇▇▇▇▇ Bank.
Manager’s Role. Manager and ▇▇▇▇▇▇ Bank acknowledge that Manager is providing services with respect to the Programs developed by Manager that have been reviewed and approved by ▇▇▇▇▇▇ Bank and for which ▇▇▇▇▇▇ Bank has approved Manager to provide the services described in this Amended Program Manager Agreement (each as specifically identified by a Program description on Schedule 2.1 hereto, as the same may be amended from time to time) (the “Approved Programs”) as an agent and representative of ▇▇▇▇▇▇ Bank, who has primary responsibility for each Program’s compliance with Applicable Law and the Program Documents. Manager shall (a) comply with the Program Documents that are provided to Manager by ▇▇▇▇▇▇ Bank; and (b) thoroughly examine the Program Documents provided by ▇▇▇▇▇▇ Bank. Each Transaction that Manager or ▇▇▇▇▇▇ Bank sends to or receives from any Network constitutes Manager’s ratification of the Program Documents, as then in effect and provided to Manager by ▇▇▇▇▇▇ Bank. Manager shall perform the obligations described in this Amended Program Manager Agreement in compliance with Applicable Law and shall ensure that each Program complies with Applicable Law.
Manager’s Role. As of the Tenth Amendment Effective Date, Section 2.1 of the Agreement is replaced in its entirety with the following:
Manager’s Role. The Manager has absolute discretion as to how Assets are invested or otherwise dealt with and (subject to its obligations at law and under this deed) the Trustee must give effect to the Manager's decisions. The Manager must endeavour to cause sufficient Assets of the Trust to be in cash, to enable the Trustee to give effect to the Manager's decisions. Prior to termination of the Trust, the Trustee must not acquire or dispose of any Asset except as directed by the Manager. Notwithstanding any other provision of this deed, the Trustee need not give effect to a direction of the Manager, or may exercise its powers without a direction from the Manager, where the Trustee's duties require it to do so, where there is insufficient cash in the Trust to do so or where the Trustee will be inadequately indemnified or where the Trustee acting reasonably considers that its liability is not limited in a manner which is acceptable to the Trustee.