RMR HOSPITALITY AND REAL ESTATE FUND Sample Clauses

RMR HOSPITALITY AND REAL ESTATE FUND. RBC XXXX XXXXXXXX INC. BROKER-DEALER AGREEMENT This Broker-Dealer Agreement dated as of June 14, 2004, is between The Bank of New York, a New York banking corporation (the "Auction Agent") (not in its individual capacity, but solely as agent of RMR Hospitality and Real Estate Fund (the "Fund"), pursuant to authority granted to it in the Auction Agency Agreement dated as of June 8, 2004, between the Fund and the Auction Agent (the "Auction Agency Agreement")), and RBC Xxxx Xxxxxxxx Inc. (together with its successors and assigns, "BD"). The Fund proposes to issue auction preferred shares, par value $0.0001 per share, designated Series Th Auction Preferred Shares liquidation preference $25,000 per share ("Preferred Shares"), pursuant to the Bylaws (as defined below). The Bylaws provide that for each Subsequent Rate Period of Preferred Shares then outstanding, the Applicable Rate for Preferred Shares for each Subsequent Rate Period shall be equal to the rate per annum that results from an Auction for Outstanding Preferred Shares on the respective Auction Date therefor next preceding such Subsequent Rate Period. The Board of Trustees of the Fund has adopted a resolution appointing The Bank of New York as Auction Agent for purposes of the Auction Procedures, and pursuant to Section 2.5 of the Auction Agency Agreement, the Fund has requested and directed the Auction Agent to execute and deliver this Agreement. The Auction Procedures require the participation of one or more Broker-Dealers.
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RMR HOSPITALITY AND REAL ESTATE FUND. By: ------------------------------------------ Name: Title: THE BANK OF NEW YORK, as Auction Agent By: ------------------------------------------ Name: Title:
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RMR HOSPITALITY AND REAL ESTATE FUND. By: -------------------------------------- Name: Xxxxxx X. X'Xxxxx Title: President RMR ADVISORS, INC. By: -------------------------------------- Name: Xxxx X. Xxxxxxxx Title: Vice President [Signature Page to Organizational and Offering Expense Agreement]
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RMR HOSPITALITY AND REAL ESTATE FUND. By: ------------------------------------------ Thomas M. O'Brien, President RMR XXXXXXXX, XXX. By: -------------------------------------------
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RMR HOSPITALITY AND REAL ESTATE FUND. By: ----------------------- Name: Xxxxxx X. X'Xxxxx Title: President EQUISERVE, INC. EQUISERVE TRUST COMPANY, N.A. By: By: ---------------------- --------------------- Name: Name: Title: Title:
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RMR HOSPITALITY AND REAL ESTATE FUND. By: --------------------------------------- Name: Title: THE BANK OF NEW YORK, as Auction Agent By: --------------------------------------- Name: Title: EXHIBIT A RMR HOSPITALITY AND REAL ESTATE FUND THE BANK OF NEW YORK, as Auction Agent ---------------------------- BROKER-DEALER AGREEMENT dated as of ___________, 2004 Relating to Series Th Auction Preferred Shares (Preferred Shares) of RMR HOSPITALITY AND REAL ESTATE FUND ---------------------------- [BROKER DEALER] EXHIBIT B (Note: To be used only for transfers made other than pursuant to an Auction) TRANSFER FORM Re: RMR HOSPITALITY AND REAL ESTATE FUND Auction Preferred Shares ("Preferred Shares") We are (check one): [ ] the Existing Holder named below; [ ] the Broker-Dealer for such Existing Holder; or [ ] the Agent Member for such Existing Holder. We hereby notify you that such Beneficial Owner has transferred ___________ Series __ Preferred Shares to ________________________________. ----------------------------------- (Name of Existing Holder) ----------------------------------- (Name of Broker-Dealer) ----------------------------------- (Name of Agent Member) By: --------------------------- Printed Name: Title: EXHIBIT C (Note: To be used only for failures to deliver or to pay for Preferred Shares sold pursuant to an Auction) NOTICE OF A FAILURE TO DELIVER We are a Broker-Dealer for ___________________ (the "Purchaser"), which purchased ________ Series __ Preferred Shares of RMR HOSPITALITY AND REAL ESTATE FUND in the Auction held on _____________________ from the seller of such shares. We hereby notify you that (check one): _____ the Seller failed to deliver such shares to the Purchaser. _____ the Purchaser failed to make payment to the Seller upon delivery of such shares. Name: -------------------------------------- (Name of Broker-Dealer) By: -------------------------------------- Printed Name: Title:
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Related to RMR HOSPITALITY AND REAL ESTATE FUND

  • HOSPITALITY Purchaser is to provide the location , name and address of the closest significant children’s entertainment complex and/or educational facility.

  • Hospitality Provisions The Mortgage Loan documents for each Mortgage Loan that is secured by a hospitality property operated pursuant to a franchise agreement includes an executed comfort letter or similar agreement signed by the Mortgagor and franchisor of such property enforceable by the Trust against such franchisor, either directly or as an assignee of the originator. The Mortgage or related security agreement for each Mortgage Loan secured by a hospitality property creates a security interest in the revenues of such property for which a UCC financing statement has been filed in the appropriate filing office.

  • Real Estate Investment Trust Commencing with its taxable year ended December 31, 2009, the Company has been organized and operated in conformity with the requirements for qualification and taxation as a real estate investment trust (“REIT”) under the Code, and its proposed method of operation will enable it to continue to meet the requirements for qualification and taxation as a REIT under the Code.

  • Non-Investment Advisory Services The Fund hereby employs the Manager to provide certain non-investment advisory services for the Portfolio, subject to the direction of the officers and the Board on the terms hereinafter set forth. Specifically, the Manager shall perform or arrange for the performance, as applicable, at its own expense (except as provided in Section 4 or unless otherwise agreed to by the Manager and the Fund, in which case at the Fund’s expense), the following services to the Fund on behalf of the Portfolio to the extent that any such services are not otherwise provided by any other service provider to the Fund:

  • Investment Advisory Services The Adviser undertakes to act as investment adviser of the Portfolio and shall, subject to the supervision of the Fund's Board of Trustees, direct the investments of the Portfolio in accordance with the investment objective, policies and limitations as provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act of 1940 and rules thereunder, as amended from time to time (the "1940 Act"), and such other limitations as the Portfolio may impose by notice in writing to the Adviser. The Adviser shall also furnish for the use of the Portfolio office space and all necessary office facilities, equipment and personnel for servicing the investments of the Portfolio; and shall pay the salaries and fees of all officers of the Fund, of all Trustees of the Fund who are "interested persons" of the Fund or of the Adviser and of all personnel of the Fund or the Adviser performing services relating to research, statistical and investment activities. The Adviser is authorized, in its discretion and without prior consultation with the Portfolio, to buy, sell, lend and otherwise trade in any stocks, bonds and other securities and investment instruments on behalf of the Portfolio. The investment policies and all other actions of the Portfolio are and shall at all times be subject to the control and direction of the Fund's Board of Trustees.

  • Limited Liability Company Agreement The Member hereby states that except as otherwise provided by the Act or the Certificate of Formation, the Company shall be operated subject to the terms and conditions of this Agreement.

  • Partnership and Limited Liability Company Interests Except as previously disclosed to the Administrative Agent, none of the Collateral consisting of an interest in a partnership or a limited liability company (i) is dealt in or traded on a securities exchange or in a securities market, (ii) by its terms expressly provides that it is a Security governed by Article 8 of the UCC, (iii) is an Investment Company Security, (iv) is held in a Securities Account or (v) constitutes a Security or a Financial Asset.

  • Fifth Amended and Restated Limited Liability Company Operating Agreement Dated as of November 30, 2012

  • Reports to Limited Partners (a) As soon as practicable after the close of each fiscal quarter (other than the last quarter of the fiscal year), the General Partner shall cause to be mailed to each Limited Partner a quarterly report containing financial statements of the Partnership, or of the General Partner if such statements are prepared solely on a consolidated basis with the General Partner, for such fiscal quarter, presented in accordance with generally accepted accounting principles. As soon as practicable after the close of each fiscal year, the General Partner shall cause to be mailed to each Limited Partner an annual report containing financial statements of the Partnership, or of the General Partner if such statements are prepared solely on a consolidated basis with the General Partner, for such fiscal year, presented in accordance with generally accepted accounting principles. The annual financial statements shall be audited by accountants selected by the General Partner.

  • REIT A “real estate investment trust” under Sections 856 through 860 of the Code or as may be amended. Sale or Sales. Any transaction or series of transactions whereby: (i) the Company or the Operating Partnership directly or indirectly (except as described in other subsections of this definition) sells, grants, transfers, conveys, or relinquishes its ownership of any Real Property or portion thereof, including the lease of any Real Property consisting of a building only, and including any event with respect to any Real Property which gives rise to a significant amount of insurance proceeds or condemnation awards; (ii) the Company or the Operating Partnership directly or indirectly (except as described in other subsections of this definition) sells, grants, transfers, conveys, or relinquishes its ownership of all or substantially all of the interest of the Corporation or the Operating Partnership in any Joint Venture in which it is a co-venturer or partner; (iii) any Joint Venture directly or indirectly (except as described in other subsections of this definition) in which the Company or the Operating Partnership as a co-venturer or partner sells, grants, transfers, conveys, or relinquishes its ownership of any Real Property or portion thereof, including any event with respect to any Real Property which gives rise to insurance claims or condemnation awards; or (iv) the Company or the Operating Partnership directly or indirectly (except as described in other subsections of this definition) sells, grants, conveys or relinquishes its interest in any Real Estate Related Asset or portion thereof (including with respect to any Mortgage, all payments thereunder or in satisfaction thereof other than regularly scheduled interest payments) of amounts owed pursuant to such Mortgage and any event which gives rise to a significant amount of insurance proceeds or similar awards; or (v) the Company or the Operating Partnership directly or indirectly (except as described in other subsections of this definition) sells, grants, transfers, conveys, or relinquishes its ownership of any other asset not previously described in this definition or any portion thereof, but not including any transaction or series of transactions specified in clauses (i) through (v) above in which the proceeds of such transaction or series of transactions are reinvested by the Company in one or more assets within 180 days thereafter.

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