REPRESENTATIONS OF THE INVESTMENT ADVISER. The Investment Adviser represents, warrants and agrees that:
REPRESENTATIONS OF THE INVESTMENT ADVISER. The Investment Adviser represents and warrants to Placement Agent that:
REPRESENTATIONS OF THE INVESTMENT ADVISER. The Investment Adviser represents and warrants that:
REPRESENTATIONS OF THE INVESTMENT ADVISER. The Investment Adviser represents and warrants that (i) it is duly registered as an investment adviser with the Securities and Exchange Commission pursuant to the Investment Adviser Act of 1940, as amended and (ii) it does not currently have an affiliated broker/dealer that is active in the securities business. Failure of these representations and warranties shall give the Trust the right to immediately terminate this Agreement.
REPRESENTATIONS OF THE INVESTMENT ADVISER. The Investment Adviser represents, warrants and agrees that it (i) is registered as an investment adviser under the Advisers Act and will continue to be so registered for so long as this Agreement remains in effect; (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 continue to meet for so long as this Agreement remains in effect, any applicable federal or state requirements, or the applicable requirements of any regulatory or industry self-regulatory agency, necessary to be met in order to perform the services contemplated by this Agreement; (iv) has full power and authority to appoint Sub-Adviser to manage the Fund in accordance with the terms of this Agreement; (v) has the authority to enter into and perform the services contemplated by this Agreement; and (vi) will immediately notify the Sub-Adviser of the occurrence of any event that would disqualify the Investment Adviser from serving as an investment adviser of an investment company pursuant to Section 9(a) of the 1940 Act or otherwise.
REPRESENTATIONS OF THE INVESTMENT ADVISER. The Investment Adviser represents that it is registered with the SEC under the Advisers Act. The Investment Adviser shall remain so registered throughout the term of this Agreement and shall notify Trust immediately if the Investment Adviser ceases to be so registered as an investment adviser. The Investment Adviser represents that it has adopted a written code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act and will provide the Trust with a copy of that code, together with evidence of its adoption. Within 45 days of the end of each calendar quarter during which this Agreement remains in effect, the president or a vice president of the Investment Adviser shall certify to the Trust that the Investment Adviser has complied with the requirements of Rule 17j-1 (as amended from time to time) during the previous quarter and that there have been no violations of the Investment Adviser’s code of ethics or, if such a violation has occurred, that appropriate action has been taken in response to such violation. Upon written request of the Trust, the Investment Adviser shall permit representatives of the Trust to examine the reports (or summaries of the reports) required to be made to the Investment Adviser by Rule 17j-1(c)(1) and other records evidencing enforcement of the code of ethics.
REPRESENTATIONS OF THE INVESTMENT ADVISER. The Investment Adviser represents and warrants to the Dealer Manager as of the date hereof and as of the Representation Date that:
