Certain Documents; Changes in Law Clause Samples
The "Certain Documents; Changes in Law" clause defines how the agreement addresses the impact of legal or regulatory changes on the parties' obligations and the validity of referenced documents. Typically, this clause specifies which documents are incorporated into the contract and outlines procedures for adapting to new laws or regulations that may affect those documents or the parties' ability to perform. Its core function is to ensure that the contract remains enforceable and relevant even if the legal landscape changes, thereby reducing uncertainty and allocating the risk of regulatory shifts.
Certain Documents; Changes in Law. (a) Contemporaneous with the Effective Date, the Client shall deliver to Resolute copies of the following documents: (i) the Clients’ Organic Documents; (ii) the Prospectuses for the Funds and Classes thereof (a “Prospectus”); and (iii) any relevant policies and procedures adopted by the Client pursuant to Rule 38a-1 of the 1940 Act that are applicable to the services provided by Resolute. The Client shall also deliver to Resolute: (x) a copy of the resolution of the Board of Trustees of the Client (the “Board”) appointing Resolute and authorizing the execution and delivery of this Agreement; and (y) any other documents, materials or information that Resolute shall reasonably request to enable it to perform its duties pursuant to this Agreement.
(b) Client shall deliver to Resolute as soon as is reasonably practical any and all amendments to the documents required to be delivered under Section 2.5(a).
(c) In the event there is a change in Law related to or affecting the Services, Resolute shall begin performing new service(s) as soon as such change is effective or enforceable. If such new service(s) are materially different or more burdensome than the current level of service(s), the parties shall agree to mutually acceptable policies and procedures for such new service(s).
Certain Documents; Changes in Law. (a) Contemporaneous with the Effective Date, the Client shall deliver to Forum copies of the following documents: (i) the Client's Organic Documents; (ii) the offering documents, prospectuses, private placement memoranda, subscription agreements and/or other offering documents for the Funds and Classes thereof (collectively, the "Prospectus"); and (iii) each current plan of distribution or similar document adopted by the Client under Rule 12b-1 under the 1940 Act ("Plan") and each current shareholder service plan or similar document adopted by the Client ("Service Plan"). The Client shall also deliver to Forum: (x) a certified copy of the resolution of the Board of Trustees of the Client (the "Board") appointing Forum and authorizing the execution and delivery of this Agreement; (y) a copy of all proxy statements and related materials relating to the Funds; and (z) any other documents, materials or information that Forum shall reasonably request to enable it to perform its duties pursuant to this Agreement.
(b) Client shall deliver to Forum as soon as is reasonably practical any and all amendments to the documents required to be delivered under Section 2.5(a).
(c) In the event there is a change in Law related to or affecting the Services, Forum need not begin performing any new service(s), and need not perform any service(s) in a materially different or more burdensome manner, except upon written agreement by Forum and pursuant to mutually acceptable compensation agreements.
Certain Documents; Changes in Law. (a) Contemporaneous with the Effective Date, the Client shall deliver to Foreside copies of the following documents: (i) the Client's Organic Documents; (ii) the Prospectuses for the Funds and Classes thereof (each, a "Prospectus"); (iii) each current plan of distribution or similar document adopted by the Client under Rule 12b-1 under the 1940 Act ("Plan") and each current shareholder service plan or similar document adopted by the Client ("Service Plan") and (iv) any relevant policies and procedures adopted by the Client pursuant to Rule 38a-l of the 1940 Act that are applicable to the services provided by Foreside. The Client shall also deliver to Foreside: (x) a copy of the resolution of the Board of Trustees of the Client (the "Board") appointing Foreside and authorizing the execution and delivery of this Agreement; and (y) any other documents, materials or information that Foreside shall reasonably request to enable it to perform its duties pursuant to this Agreement.
(b) Client shall deliver to Foreside as soon as is reasonably practical any and all amendments to the documents required to be delivered under Section 2.5(a).
(c) In the event there is a change in Law related to or affecting the Services, Foreside shall begin performing new service(s) as soon as such change is effective or enforceable. If such new service(s) are materially different or more burdensome than the current level of service(s), the parties shall agree in writing to mutually acceptable policies and procedures for such new service(s).