Common use of Non-Contravention; Compliance with Applicable Laws Clause in Contracts

Non-Contravention; Compliance with Applicable Laws. Customer is and will at all times be, in compliance with (i) Applicable Law that relates to (a) felonies, (b) fraud, (c) activities related to the conduct of Customer’s business or (d) activities related to the securities industry (except in the case of (c) or (d), where the failure to do so would not have a material adverse effect on Customer or its ability to perform under the Contracts, as determined by the BNPP Entities), (ii) all orders and awards binding on Customer or its property, (iii) Customer’s internal documents and policies (including organizational documents) (except where such failure would not have a material adverse effect on Customer or its ability to perform under the Contracts, as determined by the BNPP Entities), and (iv) all material contracts (including this Agreement) or other instruments binding on or affecting Customer or any of its property. Further, Customer maintains adequate controls to be reasonably assured of such compliance. To the best of the Customer’s knowledge, there are and have been no legal or governmental proceedings or investigations pending or threatened to which Customer or any Related Person is a party or to which any of the properties of Customer or any Related Person is subject. Further, to Customer’s knowledge, the education, employment and other qualifications for the officers for the Customer in the prospectus provided to any investors or otherwise made available by the Customer are correct in all material respects.

Appears in 7 contracts

Samples: Account Agreement (FS Investment Corp IV), Account Agreement (FS Energy & Power Fund), Account Agreement (FS Investment Corp III)

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Non-Contravention; Compliance with Applicable Laws. Customer is and will at all times be, in compliance with (i) Applicable Law that relates to (a) felonies, (b) fraud, (c) activities related to the conduct of Customer’s 's business or (d) activities related to the securities industry (except in the case of (c) or (d), where the failure to do so would not have a material adverse effect on Customer or its ability to perform under the Contracts, as reasonably determined by the BNPP Entities), (ii) all material orders and awards binding on Customer or its property, (iii) Customer’s 's internal documents and policies (including organizational documents) (except where such failure would not have a material adverse effect on Customer or its ability to perform under the Contracts, as reasonably determined by the BNPP Entities), and (iv) all material contracts (including this Agreement) or other instruments binding on or affecting Customer or any of its property. Further, Customer maintains adequate controls to be reasonably assured of such compliance. To the best of the Except as previously disclosed in Customer’s knowledge's public filings, there are and have been no legal criminal or governmental proceedings enforcement proceedings, investigations, or investigations other litigation pending or, to Customer's knowledge, threatened which relate to (a) felonies, (b) fraud, (c) activities related to the conduct of Customer's business or, to Customer's knowledge, the business of Customer's investment advisers or threatened (d) activities related to the security industry to which Customer or any Related Person is a party or to which any of the properties of Customer or any Related Person is subject. Further, to Customer’s knowledge, 's knowledge the education, employment and other qualifications for the officers for the Customer in the prospectus provided to any investors or otherwise made available by the Customer are correct in all material respectsand complete.

Appears in 2 contracts

Samples: Account Agreement (Guggenheim Credit Allocation Fund), Pb Agreement (Guggenheim Enhanced Equity Income Fund (F/K/a Old Mutual/Claymore Long-Short Fund))

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Non-Contravention; Compliance with Applicable Laws. Customer is and will at all times be, in compliance with (i) Applicable Law that relates to (a) felonies, (b) fraud, (c) activities related to the conduct of Customer’s business or (d) activities related to the securities industry (except in the case of (c) or (d), where the failure to do so would not have a material adverse effect on Customer or its ability to perform under the Contracts, as reasonably determined by the BNPP Entities), (ii) all material orders and awards binding on Customer or its property, (iii) Customer’s internal documents and policies (including organizational documents) (except where such failure would not have a material adverse effect on Customer or its ability to perform under the Contracts, as reasonably determined by the BNPP Entities), and (iv) all material contracts (including this Agreement) or other instruments binding on or affecting Customer or any of its property. Further, Customer maintains adequate controls to be reasonably assured of such compliance. To the best of the Except as previously disclosed in Customer’s knowledgepublic filings, there are and have been no legal criminal or governmental proceedings enforcement proceedings, investigations, or investigations other litigation pending or, to Customer’s knowledge, threatened which relate to (a) felonies, (b) fraud, (c) activities related to the conduct of Customer’s business or, to Customer’s knowledge, the business of Customer’s investment advisers or threatened (d) activities related to the security industry to which Customer or any Related Person is a party or to which any of the properties of Customer or any Related Person is subject. Further, to Customer’s knowledge, knowledge the education, employment and other qualifications for the officers for the Customer in the prospectus provided to any investors or otherwise made available by the Customer are correct in all material respectsand complete.

Appears in 2 contracts

Samples: Pb Agreement (Fiduciary/Claymore Energy Infrastructure Fund), Account Agreement (Guggenheim Strategic Opportunities Fund)

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