Common use of Notification, Curing Breach Clause in Contracts

Notification, Curing Breach. The Sub-Adviser shall use its commercially reasonable efforts to cooperate with the Adviser in curing any regulatory or compliance breaches or breaches of this Agreement as promptly as possible. The Sub-Adviser will notify the Adviser as soon as reasonably practicable upon detection of any breach by the Sub-Adviser of any law applicable to its management of the Allocated Portion, including but not limited to the 1940 Act, and any breaches of the Governing Documents, the Procedures, the Investment Guidelines, the Strategy or this Agreement. Notwithstanding anything to the contrary in this Agreement, any breach of the Investment Guidelines that is the result of changes in valuation, including market movements, of the Allocated Portion shall not require action by the Sub-Adviser or notice to the Adviser; provided that (i) such breach is cured within one month or, if sooner, the next portfolio rebalancing of the positions of the Allocated Portfolio and (ii) such breach does not constitute a breach of applicable law, including the 1940 Act, the Advisers Act, the Governing Documents or the Procedures or prevent the Fund from qualifying as a regulated investment company under the IRC.