Representations of Subadviser. Subadviser represents, warrants and agrees that:
Representations of Subadviser. The Subadviser represents, warrants, and agrees as follows:
Representations of Subadviser. The Subadviser represents and warrants to the Adviser that:
Representations of Subadviser. The Subadviser represents and warrants that (i) it is either registered as an investment adviser under the Investment Advisers Act of 1940, as amended ("Advisers Act") (and will continue to be so registered for so long as this Agreement remains in effect) or exempt from registration under the Advisers Act, (ii) is not prohibited by the 1940 Act or the Advisers Act from performing the services contemplated by this Agreement, (iii) has met, and will seek to continue to meet for so long as this Agreement remains in effect, any other applicable federal or state requirements, or the applicable requirements of any self-regulatory agency, necessary to be met in order to perform the services contemplated by this Agreement, and (iv) will promptly notify the Adviser and the Trust of the occurrence of any event that would disqualify the Subadviser from serving as an investment adviser of an investment company pursuant to Section 9(a) of the 1940 Act or otherwise.
Representations of Subadviser. The Subadviser represents, warrants, and agrees on each day during the term of this Agreement as follows:
Representations of Subadviser. Subadviser represents, warrants and agrees that: (i) Subadviser is a New York banking corporation established pursuant to the laws of the State of New York; (ii) Subadviser is duly registered as an "investment adviser" under the Advisers Act; or is a "bank" as defined in Section 202 (a) (2) of the Advisers Act or an "insurance company" as defined in Section 202 (a) (2) of the Advisers Act. (iii) the execution, delivery and performance of this Agreement are within Subadviser's powers, have been and remain duly authorized by all necessary corporate action and will not violate or constitute a default under any applicable law or regulation or of any decree, order, judgment, agreement or instrument binding on Subadviser; (iv) no consent (including, but not limited to, exchange control consents) of any applicable governmental authority or body is necessary, except for such consents as have been obtained and are in full force and effect, and all conditions of which have been duly complied with; and (v) this Agreement constitutes a legal, valid and binding obligation enforceable against Subadviser. 10.4
Representations of Subadviser. Subadviser represents and warrants as ----------------------------- follows:
Representations of Subadviser. The Subadviser represents and warrants to the Fund and the Adviser that:
Representations of Subadviser. Subadviser represents, warrants and agrees that: (a) Subadviser is a limited liability partnership duly established, validly existing and in good standing under the laws of England and Wales , and is duly qualified to do business and is in good standing under the laws of each jurisdiction where the failure to so qualify would have a material adverse effect on its business; (b) Subadviser is duly registered as an "investment adviser" under the Advisers Act; (c) the execution, delivery and performance of this Agreement are within Subadviser's powers, have been and remain duly authorized by all necessary corporate action and will not violate or constitute a default under any applicable law or regulation or of any decree, order, judgment, agreement or instrument binding on Subadviser or under Subadviser's limited liability partnership agreement, as may be amended from time to time; (d) no consent of any applicable governmental authority or body is necessary for Subadviser to enter into this Agreement, except for such consents as have been obtained and are in full force and effect, and all conditions of which have been duly complied with; and (e) this Agreement constitutes a legal, valid and binding obligation enforceable against Subadviser. SECTION 7.3.
Representations of Subadviser. Subadviser hereby represents, warrants and covenants to Janus as follows:
