Common use of Compliance with Rules and Regulations Clause in Contracts

Compliance with Rules and Regulations. ALPS shall comply (and to the extent ALPS takes or is required to take action on behalf of the Fund hereunder shall cause the Fund to comply) with all applicable requirements of the 1940 Act and other applicable laws, rules, regulations, orders and code of ethics, as well as all investment restrictions, policies and procedures adopted by the Fund of which ALPS has knowledge (it being understood that ALPS is deemed to have knowledge of all investment restrictions, policies or procedures set out in the Fund’s public filings or otherwise provided to ALPS). Except as set out in this Agreement, ALPS assumes no responsibility for such compliance by the Fund. ALPS shall maintain at all times a program reasonably designed to prevent violations of the federal securities laws (as defined in Rule 38a-1 under the 0000 Xxx) with respect to the services provided, and shall provide to the Fund a certification to such effect no less than annually or as otherwise reasonably requested by the Fund. ALPS shall make available its compliance personnel and shall provide at its own expense summaries and other relevant materials relating to such program as reasonably requested by the Fund. ALPS shall promptly notify the Fund upon receiving any written notice, order, subpoena or other document evidencing regulatory action or that a governmental authority, agency or body intends to investigate ALPS’ activities specific to its role as the principal underwriter and distributor of the Fund, to the extent permissible by applicable law, ALPS’ policies and procedures, and to the extent advisable by ALPS’ legal counsel.

Appears in 4 contracts

Samples: Distribution Agreement (FS Energy Total Return Fund), Distribution Agreement (FS Credit Income Fund), Distribution Agreement (X-Square Balanced Fund, LLC)

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Compliance with Rules and Regulations. ALPS shall comply (and to the extent ALPS takes or is required to take action on behalf of the Fund hereunder shall cause the Fund to comply) with all applicable requirements of the 1940 Act and other applicable laws, rules, regulations, orders and code of ethics, as well as all investment restrictions, policies and procedures adopted by the Fund of which ALPS has knowledge (it being understood that ALPS is deemed to have knowledge of all investment restrictions, policies or procedures set out in the Fund’s public filings or otherwise provided to ALPS). Except as set out in this Agreement, ALPS assumes no responsibility for such compliance by the Fund. ALPS shall maintain at all times a program reasonably designed to prevent violations of the federal securities laws (as defined in Rule 38a-1 under the 0000 1000 Xxx) with respect to the services provided, and shall provide to the Fund a certification to such effect no less than annually or as otherwise reasonably requested by the Fund. ALPS shall make available its compliance personnel and shall provide at its own expense summaries and other relevant materials relating to such program as reasonably requested by the Fund. ALPS shall promptly notify the Fund upon receiving any written notice, order, subpoena or other document evidencing regulatory action or that a governmental authority, agency or body intends to investigate ALPS’ activities specific to its role as the principal underwriter and distributor of the Fund, to the extent permissible by applicable law, ALPS’ policies and procedures, and to the extent advisable by ALPS’ legal counsel.

Appears in 4 contracts

Samples: Distribution Agreement (FS Credit Income Fund), Distribution Agreement (FS Multi-Alternative Income Fund), Distribution Agreement (FS Multi-Alternative Income Fund)

Compliance with Rules and Regulations. ALPS shall comply (and to the extent ALPS takes or is required to take action on behalf of the Fund hereunder shall cause the Fund to comply) with all applicable requirements of the 1940 Act and other applicable laws (including state Blue Sky laws), rules, regulations, orders (including exemptive relief and applicable no-action letters) and code of ethics, as well as all investment restrictions, policies and procedures adopted by the Fund of which ALPS has knowledge (it being understood that ALPS is deemed to have knowledge of all investment restrictions, policies or procedures set out in the Fund’s public filings or otherwise provided to ALPS). Except as set out in this Agreement, ALPS assumes no responsibility for such compliance by the Fund. ALPS shall maintain at all times a program reasonably designed to prevent violations of the federal securities laws (as defined in Rule 38a-1 under the 0000 Xxx) with respect to the services provided, and shall provide to the Fund a certification to such effect no less than annually or as otherwise reasonably requested by the Fund and to provide information with respect to material violations of the program and any material deficiencies or changes therein, as may be reasonably requested by the Fund’s chief compliance officer or the Trust’s Board of Trustees (“Board of Trustees”) with respect to ALPS’ services to the Fund under this Agreement. ALPS shall make available its compliance personnel and shall provide at its own expense summaries and other relevant materials relating to such program as reasonably requested by the Fund. ALPS shall promptly notify the Fund upon receiving any written notice, order, subpoena or other document evidencing regulatory action or that a governmental authority, agency or body intends to investigate ALPS’ activities specific to its role as the principal underwriter and distributor of the Fund, to the extent permissible by applicable law, ALPS’ policies and procedures, and to the extent advisable by ALPS’ legal counsel.

Appears in 3 contracts

Samples: Distribution Agreement (Janus Detroit Street Trust), Form of Distribution Agreement (Janus Detroit Street Trust), Distribution Agreement (Janus Detroit Street Trust)

Compliance with Rules and Regulations. ALPS shall comply (and to the extent ALPS takes or is required to take action on behalf of the Fund Trust hereunder shall cause the Fund Trust to comply) with all applicable requirements of the 1940 Act and other applicable laws, rules, regulations, orders and code of ethics, as well as all investment restrictions, policies and procedures adopted by the Fund Trust of which ALPS has knowledge (it being understood that ALPS is deemed to have knowledge of all investment restrictions, policies or procedures set out in the FundTrust’s public filings or otherwise provided to ALPS). Except as set out in this Agreement, ALPS assumes no responsibility for such compliance by the FundTrust. ALPS shall maintain at all times a program reasonably designed to prevent violations of the federal securities laws (as defined in Rule 38a-1 under the 0000 Xxx) with respect to the services provided, and shall provide to the Fund Trust a certification to such effect no less than annually or as otherwise reasonably requested by the FundTrust. ALPS shall make available its compliance personnel and shall provide at its own expense summaries and other relevant materials relating to such program as reasonably requested by the FundTrust. ALPS shall promptly notify the Fund Trust upon receiving any written notice, order, subpoena or other document evidencing regulatory action or that a governmental authority, agency or body intends to investigate ALPS’ activities specific to its role as the principal underwriter and distributor of the FundFunds, to the extent permissible by applicable law, ALPS’ policies and procedures, and to the extent advisable by ALPS’ legal counsel.

Appears in 2 contracts

Samples: Form of Distribution Agreement (FS Series Trust), Distribution Agreement (FS Series Trust)

Compliance with Rules and Regulations. ALPS shall comply (and to the extent ALPS takes or is required to take action on behalf of the Fund hereunder shall cause the Fund to comply) with all applicable requirements of the 1940 Act and other applicable laws, rules, regulations, orders and code of ethics, as well as all investment restrictions, policies and procedures adopted by the Fund of which ALPS has knowledge (it being understood that ALPS is deemed to have knowledge of all investment restrictions, policies or procedures set out in the Fund’s public filings or otherwise provided to ALPS). Except as set out in this Agreement, ALPS assumes no responsibility for such compliance by the Fund. ALPS shall maintain at all times a program reasonably designed to prevent violations of the federal securities laws (as defined in Rule 38a-1 under the 0000 Xxx) with respect to the services provided, and shall provide to the Fund a certification to such effect no less than annually or as otherwise reasonably requested by the Fund and to provide any and all information with respect to such program, including without limitation, information and certifications with respect to material violations of the program and any material deficiencies or changes therein, as may be reasonably requested by the Fund’s chief compliance officer or Board of Trustees with respect to the ALPS’ services to the Fund under this Agreement. ALPS shall make available its compliance personnel and shall provide at its own expense summaries and other relevant materials relating to such program as reasonably requested by the Fund. ALPS shall promptly notify the Fund upon receiving any written notice, order, subpoena or other document evidencing regulatory action or that a governmental authority, agency or body intends to investigate ALPS’ activities specific to its role as the principal underwriter and distributor of the Fund, to the extent permissible by applicable law, ALPS’ policies and procedures, and to the extent advisable by ALPS’ legal counsel.

Appears in 1 contract

Samples: Distribution Agreement (Principal Exchange-Traded Funds)

Compliance with Rules and Regulations. ALPS shall comply (and to the extent ALPS takes or is required to take action on behalf of the Fund hereunder shall cause the Fund to comply) with all applicable requirements of the 1940 Act and other applicable laws, rules, regulations, orders and code of ethics, as well as all investment restrictions, policies and procedures adopted by the Fund of which ALPS has knowledge (it being understood that ALPS is deemed to have knowledge of all investment restrictions, policies or procedures set out in the Fund’s 's public filings or otherwise provided to ALPS). Except as set out in this Agreement, ALPS assumes no responsibility for such compliance by the Fund. ALPS shall maintain at all times a program reasonably designed to prevent violations of the federal securities laws (as defined in Rule 38a-1 under the 0000 Xxx) with respect to the services provided, and shall provide to the Fund a certification to such effect no less than annually or as otherwise reasonably requested by the Fund. ALPS agrees to provide such information with respect to the program, including without limitation, information and certifications with respect to material violations of the program and any material deficiencies or changes with respect thereto, as may be reasonably requested, in writing, by the Fund's chief compliance officer or Board of Trustees with respect to the services provided to the Fund by ALPS under this Agreement. ALPS shall make available its compliance personnel and shall provide at its own expense summaries and other relevant materials relating to such program as reasonably requested by the Fund. ALPS shall promptly notify the Fund upon receiving any written notice, order, subpoena or other document evidencing regulatory action or that a governmental authority, agency or body intends to investigate ALPS’ activities specific to its role as the principal underwriter and distributor of the Fund, to the extent permissible by applicable law, ALPS’ policies and procedures, and to the extent advisable by ALPS’ legal counsel.

Appears in 1 contract

Samples: Distribution Agreement (Principal Exchange-Traded Funds)

Compliance with Rules and Regulations. ALPS shall comply (and to the extent ALPS takes or is required to take action on behalf of the Fund Trust hereunder shall cause the Fund Trust to comply) with all applicable requirements of the 1940 Act and other applicable laws, rules, regulations, orders and code of ethics, as well as all investment restrictions, policies and procedures adopted by the Fund Trust of which ALPS has knowledge (it being understood that ALPS is deemed to have knowledge of all investment restrictions, policies or procedures set out in the FundTrust’s public filings or otherwise provided to ALPS). Except as set out in this Agreement, ALPS assumes no responsibility for such compliance by the FundTrust. ALPS shall maintain at all times a program reasonably designed to prevent violations of the federal securities laws (as defined in Rule 38a-1 under the 0000 1000 Xxx) with respect to the services provided, and shall provide to the Fund Trust a certification to such effect no less than annually or as otherwise reasonably requested by the FundTrust. ALPS shall make available its compliance personnel and shall provide at its own expense summaries and other relevant materials relating to such program as reasonably requested by the FundTrust. ALPS shall promptly notify the Fund Trust upon receiving any written notice, order, subpoena or other document evidencing regulatory action or that a governmental authority, agency or body intends to investigate ALPS’ activities specific to its role as the principal underwriter and distributor of the FundFunds, to the extent permissible by applicable law, ALPS’ policies and procedures, and to the extent advisable by ALPS’ legal counsel.

Appears in 1 contract

Samples: Distribution Agreement (FS Series Trust)

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Compliance with Rules and Regulations. ALPS Distributor shall comply (and to the extent ALPS Distributor takes or is required to take action on behalf of the Fund hereunder shall cause the Fund to comply) with all applicable requirements of the 1940 Act and other applicable laws, rules, regulations, orders and code of ethics, as well as all investment restrictions, policies and procedures adopted by the Fund of which ALPS Distributor has knowledge (it being understood that ALPS Distributor is deemed to have knowledge of all investment restrictions, policies or procedures set out in the Fund’s public filings or otherwise provided to ALPSDistributor). Except as set out in this Agreement, ALPS Distributor assumes no responsibility for such compliance by the Fund. ALPS Distributor shall maintain at all times a program reasonably designed to prevent violations of the federal securities laws (as defined in Rule 38a-1 under the 0000 Xxx) with respect to the services provided, and shall provide to the Fund a certification to such effect no less than annually or as otherwise reasonably requested by the Fund. ALPS Distributor shall make available its compliance personnel and shall provide at its own expense summaries and other relevant materials relating to such program as reasonably requested by the Fund. ALPS Distributor shall promptly notify the Fund upon receiving any written notice, order, subpoena or other document evidencing regulatory action or that a governmental authority, agency or body intends to investigate ALPSDistributor’ activities specific to its role as the principal underwriter and distributor of the Fund, to the extent permissible by applicable law, ALPSDistributor’ policies and procedures, and to the extent advisable by ALPSDistributor’ legal counsel.

Appears in 1 contract

Samples: Amended Distribution Agreement (Atlas U.S. Tactical Income Fund)

Compliance with Rules and Regulations. ALPS shall comply (and to the extent ALPS takes or is required to take action on behalf of the Fund hereunder shall cause the Fund to comply) with all applicable requirements of the 1940 Act and other applicable laws, rules, regulations, orders and code codes of ethics, as well as all investment restrictions, policies and procedures adopted by the Fund of which ALPS has knowledge (it being understood that ALPS is deemed to have knowledge of all investment restrictions, policies or procedures set out in the Fund’s public filings or otherwise provided to ALPS). Except as set out in this Agreement, ALPS assumes no responsibility for such compliance by the Fund. ALPS shall maintain at all times a program reasonably designed to prevent violations of the federal securities laws (as defined in Rule 38a-1 under the 0000 Xxx) with respect to the services providedprovided hereunder, and shall provide to the Fund a certification to such effect no less frequently than annually or as otherwise reasonably requested by the Fund. ALPS shall make available its compliance personnel and shall provide at its own expense summaries and other relevant materials relating to such program as reasonably requested by the Fund. ALPS shall promptly notify The Fund acknowledges its compliance with: (i) the Fund upon receiving any written noticeinvestment objective and certain policies and restrictions as disclosed in the Fund’s prospectus(es) and statement(s) of additional information, orderas applicable; and (ii) certain SEC rules and regulations (collectively, subpoena or other document evidencing regulatory action or that a governmental authority, agency or body intends to investigate ALPS’ activities specific to its role as “Po1ifolio Compliance”) is required daily and is the principal underwriter and distributor responsibility of the Fund, to the extent permissible by applicable law, ALPS’ policies and procedures, and to the extent advisable by ALPS’ legal counsel’s investment adviser.

Appears in 1 contract

Samples: And Pricing Services Agreement (Flat Rock Core Income Fund)

Compliance with Rules and Regulations. ALPS shall comply (and to the extent ALPS takes or is required to take action on behalf of the Fund hereunder shall cause the Fund to comply) with all applicable requirements of the 1940 Act and other applicable laws, rules, regulations, orders and code codes of ethics, as well as all investment restrictions, policies and procedures adopted by the Fund of which ALPS has knowledge (it being understood that ALPS is deemed to have knowledge of all investment restrictions, policies or procedures set out in the Fund’s public filings or otherwise provided to ALPS). Except as set out in this Agreement, ALPS assumes no responsibility for such compliance by the Fund. ALPS shall maintain at all times a program reasonably designed to prevent violations of the federal securities laws (as defined in Rule 38a-1 under the 0000 Xxx) with respect to the services providedprovided hereunder, and shall provide to the Fund a certification to such effect no less frequently than annually or as otherwise reasonably requested by the Fund. ALPS shall make available its compliance personnel and shall provide at its own expense summaries and other relevant materials relating to such program as reasonably requested by the Fund. ALPS shall promptly notify The Fund acknowledges its compliance with: (i) the Fund upon receiving any written noticeinvestment objective and certain policies and restrictions as disclosed in the Fund’s prospectus(es) and statement(s) of additional information, orderas applicable; and (ii) certain SEC rules and regulations (collectively, subpoena or other document evidencing regulatory action or that a governmental authority, agency or body intends to investigate ALPS’ activities specific to its role as "Portfolio Compliance") is required daily and is the principal underwriter and distributor responsibility of the Fund, to the extent permissible by applicable law, ALPS’ policies and procedures, and to the extent advisable by ALPS’ legal counsel’s investment adviser.

Appears in 1 contract

Samples: Bookkeeping and Pricing Services Agreement (Flat Rock Core Income Fund)

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