Common use of Devotion of Time Clause in Contracts

Devotion of Time. The Manager, directly or indirectly through its Affiliates, will in line with the needs of the progress of the project, provide a management team (including, without limitation, a chief executive officer and president, a chief financial officer, a chief Development officer, a controller and a secretary) along with appropriate support personnel, to deliver the management services to the Developer hereunder. The members of such management team shall devote such of their working time and efforts to the management of the Developer as the Manager deems reasonably necessary and appropriate for the proper performance of all of the Manager’s duties hereunder, commensurate with the level of activity of the Developer from time to time; provided, however, that the Manager shall have the right, but not the obligation, to provide a dedicated or partially dedicated chief financial officer, chief operating officer, controller, internal legal counsel, property managers and/or property management oversight professionals to the Developer. To the extent the Manager elects to provide the Developer with a dedicated or partially dedicated chief financial officer, controller, internal legal counsel, property managers and/or property management oversight professionals, each of whom will be an employee of the Manager or one of its Affiliates, such personnel are referred to herein as “Dedicated Employees.” The Developer shall have the benefit of the Manager’s reasonable judgment and effort in rendering services and, in furtherance of the foregoing, the Manager shall not undertake activities which, in its reasonable judgment, will materially adversely affect the performance of its obligations under this Agreement.

Appears in 3 contracts

Samples: Management Agreement (HF Enterprises Inc.), Management Agreement (HF Enterprises Inc.), Management Agreement (SeD Intelligent Home Inc.)

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Devotion of Time. The Manager, directly or indirectly through Xxxxxxxxx and its Affiliates, will in line with the needs of the progress of the project, provide a management team (includingwhich shall include, without limitation, a chief executive officer and president, a chief financial officer, a chief Development officerinvestment officer or co-chief investment officers, a controller (or comparable professional) and a secretary) along with appropriate support personnel, to deliver the management services to the Developer Company hereunder. The members of such management team may serve more than one role for the Company (i.e. the chief financial officer may also serve as the secretary) and may have other duties and responsibilities for the Manager and its Affiliates, including, but not limited to, with respect to other clients, but such management team members shall devote such of their working time and efforts to the management of the Developer Company as the Manager deems reasonably shall be necessary and appropriate for the proper performance of all of the Manager’s duties hereunder, commensurate with the level of activity of the Developer Company from time to time; provided, however, that the Manager shall have the right, but not the obligation, to provide a dedicated or partially dedicated chief financial officer, chief operating officer, controller, internal legal counsel, property managers and/or property management oversight professionals to the Developer. To the extent the Manager elects to provide the Developer with a dedicated or partially dedicated chief financial officer, controller, internal legal counsel, property managers and/or property management oversight professionals, each of whom will be an employee of the Manager or one of its Affiliates, such personnel are referred to herein as “Dedicated Employees.” The Developer Company shall have the benefit of the Manager’s reasonable judgment and effort in rendering services and, in furtherance of the foregoing, the Manager shall not undertake activities which, in its reasonable judgment, will materially adversely affect the performance of its obligations under this Agreement. The Manager shall have the obligation to provide to the Company a dedicated or partially dedicated chief financial officer (or comparable professional), and shall have the right, but not the obligation, to provide the Company with a dedicated or partially dedicated controller (or comparable professional), assistant controller, internal legal counsel, investor relations professional, internal audit staff and other dedicated personnel if approved by the independent directors of the Company (such personnel are referred to herein as “Dedicated Officers”). Each Dedicated Officer shall be an employee of the Manager or one of its Affiliates.

Appears in 3 contracts

Samples: Management Agreement (Ellington Financial LLC), Management Agreement (Ellington Financial LLC), Management Agreement (Ellington Financial LLC)

Devotion of Time. The Manager, directly or indirectly through Xxxxxxxxx and its Affiliates, will in line with the needs of the progress of the project, provide a management team (including, without limitation, a chief executive officer and president, a chief operating officer, a chief financial officer, a chief Development investment officer, a controller controller, a legal officer and a secretary) along with appropriate support personnel, to deliver the management services to the Developer Company hereunder. The members of such management team shall devote such of their working time and efforts to the management of the Developer Company as the Manager deems reasonably necessary and appropriate for the proper performance of all of the Manager’s duties hereunder, commensurate with the level of activity of the Developer Company from time to time; provided, however, that the Manager (i) shall, no later than the effective date of a registration statement filed by the Company with the Securities and Exchange Commission with respect to an Initial Public Offering, provide a dedicated chief financial officer who shall devote all or substantially all of his or her working time and efforts to his or her duties as the chief financial officer of the Company and (ii) shall have the right, but not the obligation, to provide a dedicated controller and a dedicated internal legal officer to the Company who shall devote all or partially substantially all of their working time and efforts to their respective duties as the controller of and internal legal counsel to the Company. The dedicated chief financial officer, chief operating officer, controller, officer provided by the Manager and any dedicated controller and internal legal counsel, property managers and/or property management oversight professionals to the Developer. To the extent officer that the Manager elects to provide the Developer with a dedicated or partially dedicated chief financial officer, controller, internal legal counsel, property managers and/or property management oversight professionalsprovide, each of whom will be an employee of the Manager or one of its Affiliates, such personnel are referred to herein as “Dedicated EmployeesOfficers.” The Developer Company shall have the benefit of the Manager’s reasonable judgment and effort in rendering services and, in furtherance of the foregoing, the Manager shall not undertake activities which, in its reasonable judgment, will materially adversely affect the performance of its obligations under this Agreement.

Appears in 3 contracts

Samples: Management Agreement, Management Agreement (Ellington Financial LLC), Management Agreement (Ellington Financial LLC)

Devotion of Time. The Manager, directly or indirectly through the Sponsor and its Affiliates, will in line with the needs of the progress of the project, provide a management team (including, without limitation, including a chief executive officer and officer, president, a chief financial officer, a chief Development officersecretary and such officers as the Manager deems appropriate, a controller subject to approval and a secretaryappointment of such officers by the Board) along with appropriate support personnel, to deliver the management services to the Developer Company hereunder. The members of such management team shall devote such of their working time and efforts to the management of the Developer Company as the Manager deems reasonably necessary and appropriate for the proper performance of all of the Manager’s duties hereunder, commensurate with the level of activity of the Developer Company from time to time; provided, however, that the Manager shall have the right, but not the obligation, to provide a dedicated or partially dedicated chief financial officer, chief operating officer, controller, investor relations professional, or internal legal counsel, property managers and/or property management oversight professionals to the Developer. To the extent the Manager elects to provide the Developer Company with a any dedicated or partially dedicated chief financial officer, chief operating officer, controller, investor relations professional or internal legal counsel, property managers and/or property management oversight professionals, each of whom will be an employee of the Manager or one of its Affiliates, such personnel are referred to herein as “Dedicated Employees.” The Developer Company shall have the benefit of the Manager’s reasonable judgment and effort in rendering services and, in furtherance of the foregoing, the Manager shall not undertake activities which, in its reasonable judgment, will materially adversely affect the performance of its obligations under this Agreement.

Appears in 2 contracts

Samples: Management Agreement (Acre Realty Investors Inc), Stock Purchase Agreement (Roberts Realty Investors Inc)

Devotion of Time. The Manager, directly or indirectly through Xxxxxxxxx and its Affiliates, will in line with the needs of the progress of the project, provide a management team (including, without limitation, a chief executive officer and president, a chief operating officer, a chief financial officer, a chief Development investment officer, a controller controller, a legal officer and a secretary) along with appropriate support personnel, to deliver the management services to the Developer Company hereunder. The members of such management team shall devote such of their working time and efforts to the management of the Developer Company as the Manager deems reasonably necessary and appropriate for the proper performance of all of the Manager’s duties hereunder, commensurate with the level of activity of the Developer Company from time to time; provided, however, that the Manager (i) shall, no later than the effective date of a registration statement filed by the Company with the Securities and Exchange Commission with respect to an Initial Public Offering, provide a dedicated chief financial officer who shall devote all or substantially all of his or her working time and efforts to his or her duties as the chief financial officer of the Company and (ii) shall have the right, but not the obligation, to provide a dedicated controller and a dedicated or partially dedicated chief financial officer, chief operating officer, controller, internal legal counsel, property managers and/or property management oversight professionals counsel to the DeveloperCompany. To the extent If the Manager elects to provide a dedicated controller and/or a dedicated internal legal counsel to the Developer with Company, he or she shall devote all or substantially all of his or her working time and efforts to his or her duties as the controller or internal legal counsel. If the Manager elects to provide a partially dedicated internal legal counsel to the Company, such internal legal counsel shall be required to prioritize Company-related matters over non-Company matters. The dedicated chief financial officer provided by the Manager and any dedicated controller and dedicated or partially dedicated chief financial officer, controller, internal legal counsel, property managers and/or property management oversight professionalscounsel that the Manager elects to provide, each of whom will be an employee of the Manager or one of its Affiliates, such personnel are referred to herein as “Dedicated EmployeesOfficers.” The Developer Company shall have the benefit of the Manager’s reasonable judgment and effort in rendering services and, in furtherance of the foregoing, the Manager shall not undertake activities which, in its reasonable judgment, will materially adversely affect the performance of its obligations under this Agreement.

Appears in 2 contracts

Samples: Management Agreement (Ellington Financial LLC), Management Agreement (Ellington Financial LLC)

Devotion of Time. The Manager, directly or indirectly through its Affiliates, will in line with the needs of the progress of the project, provide a management team (including, without limitation, a chief executive officer and president, a chief financial officer, a corporate secretary, a chief Development investment officer, a controller and a secretarycontroller) along with appropriate support personnel, to deliver the management services to the Developer Company hereunder. The members of such management team shall devote such of their working time and efforts to the management of the Developer Company as the Manager deems reasonably necessary and appropriate for the proper performance of all of the Manager’s duties hereunder, commensurate with the level of activity of the Developer Company from time to time; provided, however, that the Manager shall have the right, but not the obligation, to provide a dedicated or partially dedicated chief financial officer, chief operating officer, controller, internal legal counsel, property managers and/or property management oversight professionals to the DeveloperCompany. To the extent the Manager elects to provide the Developer Company with a dedicated or partially dedicated chief financial officer, controller, internal legal counsel, property managers and/or property management oversight professionals, each of whom will be an employee of the Manager or one of its Affiliates, such personnel are referred to herein as “Dedicated Employees.” The Developer Company shall have the benefit of the Manager’s reasonable judgment and effort in rendering services and, in furtherance of the foregoing, the Manager shall not undertake activities which, in its reasonable judgment, will materially adversely affect the performance of its obligations under this Agreement.

Appears in 1 contract

Samples: Management Agreement (American Housing REIT Inc.)

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Devotion of Time. The Manager, directly or indirectly through Xxxxxxxxx and its Affiliates, will in line with the needs of the progress of the project, provide a management team (including, without limitation, a chief executive officer and president, a chief financial officer, a chief Development investment officer, a controller controller, a legal officer and a secretary) along with appropriate support personnel, to deliver the management services hereunder to the Developer hereunderCompany. The members of such management team shall devote such of their working time and efforts to the management of the Developer Company as the Manager deems reasonably necessary and appropriate for the proper performance of all of the Manager’s duties hereunder, commensurate with the level of activity of the Developer Company from time to time; provided, however, that the Manager (i) shall provide a dedicated chief financial officer who shall devote all or substantially all of his or her working time and efforts to his or her duties as the chief financial officer of the Company, (ii) shall have the right, but not the obligation, to provide a dedicated controller and a dedicated or partially dedicated chief financial officer, chief operating officer, controller, internal legal counsel, property managers and/or property management oversight professionals counsel to the DeveloperCompany and (iii) shall have the right, but not the obligation, to provide other dedicated personnel from time to time if approved in advance by the Board of Directors. To the extent If the Manager elects to provide a dedicated controller and/or a dedicated internal legal counsel to the Developer with Company, he or she shall devote all or substantially all of his or her working time and efforts to his or her duties as the controller or internal legal counsel. If the Manager elects to provide a partially dedicated internal legal counsel to the Company, such internal legal counsel shall be required to prioritize matters related to the Company over matters that are not related to the Company. The dedicated chief financial officer provided by the Manager, any dedicated controller and dedicated or partially dedicated chief financial officer, controller, internal legal counsel, property managers and/or property management oversight professionalscounsel that the Manager elects to provide, each of whom will be an employee of the Manager or one of its Affiliates, such and any other dedicated personnel of the Manager, the Company or its Subsidiaries as approved pursuant to clause (iii) above are referred to herein as “Dedicated EmployeesOfficers.” The Developer Company shall have the benefit of the Manager’s reasonable judgment and effort in rendering services and, in furtherance of the foregoing, the Manager shall not undertake activities which, in its reasonable judgment, will materially adversely affect the performance of its obligations under this Agreement.

Appears in 1 contract

Samples: Management Agreement (Ellington Financial LLC)

Devotion of Time. The Manager, directly or indirectly through its Affiliates, will in line with the needs of the progress of the project, provide a management team (including, without limitation, a chief executive officer and president, a chief financial officer, a corporate secretary, a chief Development investment officer, a controller and a secretarycontroller) along with appropriate support personnel, to deliver the management services to the Developer Company hereunder. The members of such management team shall devote such of their working time and efforts to the management of the Developer Company as the Manager deems reasonably necessary and appropriate for the proper performance of all of the Manager’s duties hereunder, commensurate with the level of activity of the Developer Company from time to time; provided, however, that the Manager shall have the right, but not the obligation, to provide a dedicated or partially dedicated chief financial officer, chief operating officer, controller, internal legal counsel, property managers and/or property management oversight professionals to the DeveloperCompany. To the extent the Manager elects to provide the Developer Company with a dedicated or partially dedicated chief financial officer, chief operating officer, controller, internal legal counsel, property managers and/or property management oversight professionals, each of whom will be an employee of the Manager or one of its Affiliates, such personnel are referred to herein as “Dedicated Employees.” The Developer Company shall have the benefit of the Manager’s reasonable judgment and effort in rendering services and, in furtherance of the foregoing, the Manager shall not undertake activities which, in its reasonable judgment, will materially adversely affect the performance of its obligations under this Agreement.

Appears in 1 contract

Samples: Management Agreement (Global Medical REIT Inc.)

Devotion of Time. The Manager, directly or indirectly through Xxxxxxxxx and its Affiliates, will in line with the needs of the progress of the project, provide a management team (including, without limitation, a chief executive officer and president, a chief financial officer, a chief Development officerinvestment officer or co-chief investment officers, a controller and a secretary) along with appropriate support personnel, to deliver the management services to the Developer Company hereunder. The members of such management team shall devote such of their working time and efforts to the management of the Developer Company as the Manager deems reasonably necessary and appropriate for the proper performance of all of the Manager’s duties hereunder, commensurate with the level of activity of the Developer Company from time to time; provided, however, that the Manager shall have the right, but not the obligation, to provide a dedicated or partially dedicated chief financial officer, chief operating officer, controller, internal legal counsel, property managers and/or property management oversight professionals to the DeveloperCompany. To the extent the Manager elects to provide the Developer Company with a dedicated or partially dedicated chief financial officer, controller, internal legal counsel, property managers and/or property management oversight professionals, each of whom will be an employee of the Manager or one of its Affiliates, such personnel are referred to herein as “Dedicated Employees.” The Developer Company shall have the benefit of the Manager’s reasonable judgment and effort in rendering services and, in furtherance of the foregoing, the Manager shall not undertake activities which, in its reasonable judgment, will materially adversely affect the performance of its obligations under this Agreement.

Appears in 1 contract

Samples: Management Agreement (Ellington Housing Inc.)

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