Status of Dealer Sample Clauses

Status of Dealer. The status of the Dealer shall be that of an independent contractor and the Dealer shall have no authority to assume or create any obligation whatsoever, expressed or implied, in the name of the Manufacturer, nor to bind the Manufacturer in any manner whatsoever. The Dealer and Dealer’s representatives shall not make representations that modify or expand the Manufacturer’s warranty.
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Status of Dealer. The Participating Dealer agrees to purchase the Company's Shares for its customers through the Underwriter, and all purchases shall be made only upon orders already received by the Dealer from its customers. In all sales of the Shares to the public, the Participating Dealer shall confirm as agent for another. The Participating Dealer agrees that it will make no sales to any accounts over which it exercises discretionary authority.
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Status of Dealer. The Dealer is and shall be an independent contractor and nothing herein is intended to nor shall create a partnership, joint venture, franchise or agency relationship between i3 and the Dealer or an employment relationship between i3 and the Dealer or its employees or agents. The Dealer shall have no authority to assume or create any obligation whatsoever, expressed or implied, in the name of i3, nor to bind i3 in any manner whatsoever, nor to enter into any contract of sale or employment or to endorse any check on behalf of i3, nor to make any allowance or adjustment to i3’s accounts for the return of Products, except in each case pursuant to i3’s written authorization or as expressly authorized pursuant to this Agreement.
Sample 1
Status of Dealer. The status of the Dealer shall be that of an independent contractor and the Dealer shall have no authority to assume or create any obligation whatsoever, expressed or implied, in the name of the Company, nor to bind the Company in any manner whatsoever. The Dealer shall have no authority hereunder to enter into any contract of sale or employment on behalf of the Company, nor to endorse the Company’s cheques, nor to make allowances or adjustments on the Company’s accounts for the return of merchandise, except pursuant to written authorization of the Company. The Dealer undertakes and agrees that it will not furnish to any customer or prospective customer, any warranties, undertakings or guarantees of any nature whatsoever which may tend to involve the responsibility or liability of the Company other than the usual warranties, if any, in respect of the Products. In the event that the Dealer does allow or furnish to customers or prospective customers, warranties (except as aforesaid), undertakings or guarantees of any nature whatsoever, which might tend to involve the responsibility or liability of the Company then, in such event, the Dealer agrees to indemnify and save the Company harmless from any claims, demands, damages, costs or losses whatsoever arising out of or in any way connected with such warranties, undertakings or guarantees. Notwithstanding the foregoing paragraph the Dealer has the authority to bind the Company for the sale of the Products obtained or arranged by the Dealer, provided such order is placed using the form annexed hereto as Schedule “C”, and otherwise conforms and complies with the policies and procedures issued by the Company from time to time governing the process of the sale and ordering of the Products. Except as aforesaid, the Dealer shall not under any circumstances accept or act on correspondence intended for the Company and shall forthwith direct all such correspondence to the Company.
Sample 1
Status of Dealer. The parties acknowledge and agree that the services provided by Dealer are shareholder servicing, recordkeeping and related services only and are not the services of an underwriter or a principal underwriter of any of the Funds within the meaning of the Securities Act of 1933, as amended (the “Securities Act”), or the Investment Company Act. To the extent Dealer enters any purchase, redemption or exchange order for a Dealer Account, such order will be made by Dealer (i) as agent of each of its Clients whose shares are subject of such order; and (ii) pursuant to instructions from the account owner, participant, named fiduciary entity or any other person with investment discretion and authority for the assets that are the subject of the transaction.
Sample 1
Status of Dealer 
Sample 1

Related to Status of Dealer

  • DUTIES OF DEALER a. Dealer agrees to purchase Shares only from Distributor or from Dealer's customers.

  • PROMOTION OF DEALER MANAGER RELATIONSHIP The Company and the Dealer Manager will cooperate with each other in good faith in connection with the promotion or advertisement of their relationship in any release, communication, sales literature or other such materials and shall not promote or advertise their relationship without the approval of the other party in advance, which shall not be unreasonably withheld or delayed.

  • Self-Dealing Unless entered into in bad faith, no contract or transaction between the Company and one or more of its Members, officers, or employees, or between the Company and any other entity or organization in which one or more of its Members, officers, or employees have a financial interest or are owners, managers, partners, directors, officers, or employees, shall be voidable solely for this reason or solely because such Member, officer, or employee was present or participated in the authorization of such contract or transaction. No Member, officer, or employee interested in such contract or transaction, because of such interest, shall be considered to be in breach of this Agreement or liable to the Company or any other Person for any loss or expense incurred by reason of such contract or transaction or shall be accountable for any gain or profit realized from such contract or transaction. While not required, approval or ratification by a majority of the Members having no interest in the transaction constitutes conclusive evidence that such transaction is permitted under this section.

  • Obligations and Compensation of Dealer Manager The Dealer Manager hereby represents and warrants to, and covenants and agrees with the Corporation and the Adviser (provided that, to the extent representations and warranties of the Corporation and the Adviser are given only as of a specified date or dates, the Dealer Manager only makes such representations and warranties as of such date or dates), as follows:

  • FREEDOM TO DEAL WITH THIRD PARTIES The Adviser shall be free to render services to others similar to those rendered under this Agreement or of a different nature except as such services may conflict with the services to be rendered or the duties to be assumed hereunder.

  • Other Dealings The Custodian shall otherwise act as directed by Instruction, including without limitation effecting the free payments of moneys or the free delivery of securities, provided that such Instruction shall indicate the purpose of such payment or delivery and that the Custodian shall record the party to whom the payment or delivery is made.

  • Course of Dealing No course of dealing, nor any failure to exercise, nor any delay in exercising any right, power or privilege hereunder shall operate as a waiver thereof.

  • Exclusive Dealing (a) From and after the date hereof until the earlier of the Effective Time or the Termination Date, if any, the Company shall not take, and shall not permit any of its Subsidiaries, and its and their respective officers, directors or employees to take, and shall use its reasonable best efforts to cause its Representatives not to take, any action to solicit, encourage, initiate or engage in discussions or negotiations with, or provide any information to or enter into any agreement with any Person or facilitate, any inquiries or submission of proposals or offers from any Person (other than Parent, Merger Sub and/or their respective Affiliates) concerning any Alternative Transaction. The Company shall, and shall cause each of its Subsidiaries to, immediately cease and cause to be terminated any existing activities, discussions or negotiations by the Company, any Subsidiary of the Company or any Representative of the Company or its Subsidiaries with any Persons (other than Parent and Merger Sub) conducted heretofore with respect to any Alternative Transaction and request from each Person that has executed a confidentiality agreement with the Company in connection with an Alternative Transaction the prompt return or destruction of all confidential information previously furnished to such Person or its representatives and terminate access by each such Person and its representatives to any online or other data rooms containing any information in respect of the Company or any of its Subsidiaries. In addition, the Company shall not, and shall cause its Subsidiaries and its and their respective Representatives not to take any action to exempt any Person (other than Parent or its Subsidiaries) or any action taken by any such Person from any state takeover statute or similarly restrictive provisions of the Company Organizational Documents, or except with respect to Parent and its Affiliates, grant any waiver or release under, or terminate, amend or otherwise modify any standstill, confidentiality or similar agreement with respect to any equity or debt securities of the Company or any of its Subsidiaries, or otherwise take any action that would render the provisions thereof ineffective. Notwithstanding the foregoing, the Company may respond to any unsolicited proposal regarding an Alternative Transaction by indicating that the Company is subject to a definitive agreement regarding a transaction and, except as provided in such definitive agreement, is unable to provide any information related to the Company or any of its Subsidiaries or entertain any proposals or offers or engage in any negotiations or discussions concerning an Alternative Transaction for as long as such definitive agreement remains in effect. Except as expressly permitted by this Section 5.4, in no event shall the Company endorse, recommend, make a public statement or support in any manner any Alternative Transaction, other than the transactions contemplated by this Agreement.

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