Designated Manager definition
Examples of Designated Manager in a sentence
In connection therewith, the Company and each Manager understand that the Designated Manager, or an affiliate thereof, will attempt to borrow and then offer and sell, as forward seller for the applicable Forward Purchaser, the applicable Forward Hedge Shares for sale on the terms set forth under this Agreement.
The gross sales price of the Shares sold under this Section 3 shall be the market price for shares of the Company’s Common Stock sold by the Designated Manager under this Section 3 on the NYSE at the time of sale of such Shares or otherwise at prices related to prevailing market prices or at negotiated prices (but in no event shall such gross price be less than the minimum price per Share designated by the Company at which such Shares may be sold).
On each Settlement Date for the sale of Forward Hedge Shares through a Designated Manager as forward seller pursuant to Section 3(a)(ii) hereof (each such day, a “Forward Settlement Date” and, together with the Direct Settlement Date, a “Settlement Date”), such Forward Hedge Shares shall be delivered by the applicable Forward Purchaser to the Designated Manager against payment by such Designated Manager of the Net Proceeds from the sale of such Forward Hedge Shares.
Compensation payable to a Designated Manager with respect to any sales made pursuant to this Agreement shall be set forth and invoiced in periodic statements from such Designated Manager to the Company, with payment to be made by the Company promptly after its receipt thereof.
If a Designated Manager breaches this Agreement by failing to deliver the Net Proceeds to the Company on any Direct Settlement Date for the Shares delivered by the Company, such Designated Manager will pay the Company interest based on the effective overnight federal funds rate on such unpaid amount less any compensation due to such Designated Manager.