SUB-ADMINISTRATION SERVICES Sample Clauses
The SUB-ADMINISTRATION SERVICES clause defines the responsibilities and scope of services provided by a party acting as a sub-administrator in relation to a primary administrator. Typically, this clause outlines the specific administrative tasks delegated to the sub-administrator, such as recordkeeping, processing transactions, or preparing reports, and may detail the standards or procedures to be followed. Its core practical function is to clearly allocate and formalize the division of administrative duties, ensuring that all parties understand their roles and reducing the risk of misunderstandings or service gaps.
SUB-ADMINISTRATION SERVICES. The Sub-Administrator shall provide the services as listed on Schedule B, subject to the authorization and direction of the Advisor or the Corporation and, in each case where appropriate, the review and comment by the Advisor’s or Corporation’s independent accountants and legal counsel and in accordance with procedures which may be established from time to time between the Advisor and the Sub-Administrator. The Sub-Administrator shall perform such other services for the Advisor that are mutually agreed to by the parties from time to time, for which the Advisor will pay such fees and reimburse such reasonable out-of-pocket expenses as may be mutually agreed upon. The provision of such services shall be subject to the terms and conditions of this Agreement. The Sub-Administrator shall provide the office facilities and the personnel determined by it to perform the services contemplated herein.
SUB-ADMINISTRATION SERVICES. The Sub-Administrator shall provide the following services, subject to the control, supervision, authorization and direction of the Administrator, the Trust or the Fund and, in each case where appropriate, the review and comment by the Administrator’s or the Trust’s auditors and legal counsel and in accordance with procedures which may be established from time to time between the Administrator and the Sub-Administrator:
SUB-ADMINISTRATION SERVICES. The Sub-Administrator shall provide the services set forth in Schedule B to this Agreement, subject to the authorization and direction of the Administrator or other Authorized Persons, as the case may be, and, in each case where appropriate, the review and comment by the Fund’s independent accountants and legal counsel and in accordance with procedures which may be established from time to time between the Administrator and Sub-Administrator. The Sub-Administrator shall perform such other services for the Funds that are mutually agreed to by the parties from time to time, for which the Administrator will pay such fees as may be mutually agreed upon, including the Sub-Administrator’s reasonable out-of-pocket expenses. The provision of such services shall be subject to the terms and conditions of this Agreement. The Sub-Administrator shall provide the office facilities and the personnel determined by it to perform the services contemplated herein.
SUB-ADMINISTRATION SERVICES. The Sub-Administrator shall provide the services set forth on Schedule B annexed hereto, subject to the control, supervision and direction of the Administrator in accordance with procedures which may be established from time to time between the Administrator and the Sub-Administrator. The Sub-Administrator shall provide the office facilities and personnel required by it to perform the services contemplated herein.
SUB-ADMINISTRATION SERVICES. The Sub-Administrator shall provide the following services, subject to the control, supervision, authorization and direction of the Administrator and, in each case where appropriate, the review and comment by the Fund’s auditors and legal counsel and in accordance with procedures which may be established from time to time between the Administrator and the Sub-Administrator:
a. Prepare for review and approval by an officer of the Funds: the Funds’ draft financial statements and footnotes thereto (excluding the preparation of the “tax footnote” disclosures) on an annual and semi-annual basis, as applicable; portfolio holdings sector schedules; computation of weighted monthly average underlying fund expenses of the “Asset Allocation Funds” and funds holding other funds as provided by PIMCO on an annual basis to support those funds’ N-lA fee table disclosure; and six-month expense ratios for the Administrator’s use in preparing the Funds’ semi-annual and annual shareholder reports and which support the Administrator’s preparation and filing of Form N-CSR with the Securities and Exchange Commission (“SEC”); the Funds’ draft schedules of investments and related footnotes for the first and third fiscal quarter ends to support the Administrator’s completion and filing of Form N-Q with the SEC;
b. Upon approval from PIMCO, State Street will transmit all files created by State Street to the printer. State Street will work with the printer on all changes for the files created by State Street and provide marked copies to the printer as needed. State Street will then proof read each draft as part of the proof reading process;
c. State Street will work directly with external audit teams to coordinate deliverables and resolve questions during each audit cycle;
d. Proofread final typeset/blueline shareholder report draft prior to the printer’s commencement of the printing job in conjunction with an officer of the Funds; and
e. Prepare for review by an officer of the Fund, the Funds’ periodic financial reports required to be filed with the SEC on Form N-SAR; Sub-Administrator will file Form N-SAR upon receipt of written approval from the Administrator to file. The Sub-Administrator shall perform such other services for the Administrator that are mutually agreed to by the parties from time to time, for which the Administrator will pay such fees as may be mutually agreed upon in writing, including the Sub-Administrator’s pre-approved reasonable out-of-pocket expenses. The pr...
SUB-ADMINISTRATION SERVICES. The Sub-Administrator shall provide the following services, subject to the authorization and direction of the Administrator or the Company and, in each case where appropriate, the review and comment by the Company’s independent accountants and legal counsel and in accordance with procedures which may be established from time to time between the Administrator and the Sub-Administrator:
a. Prepare for the review by designated officer(s) of the Administrator the Company’s financial statements and periodic financial reports required to be filed with the SEC on Form 10-K and Form 10-Q and financial information required by proxy statements, Form 8-K and such other reports, forms or filings as may be mutually agreed upon;
b. Coordinate the audit of the Company’s financial statements by the Company’s independent accountants, including the preparation of supporting audit workpapers and other schedules, and make such reports and recommendations to the Board (or the Audit Committee of the Board (“Audit Committee”)) concerning the performance of the independent accountants as the Board or the Audit Committee may reasonably request;
c. Calculate management fees and incentive fees in accordance with the Company’s investment advisory agreement and/or other applicable documents;
d. Calculate incentive amounts available for distribution to shareholders by the Company;
e. Provide periodic testing of the Company with respect to compliance with the mandatory qualification requirements of the Internal Revenue Code of 1986 as amended (the “Code”) for status as a regulated investment company under Subchapter M of the Code, and as mutually agreed the requirements of the 1940 Act applicable to business development companies and the investment policies and restrictions of the Company contained in its Registration Statement for the Company as may be mutually agreed upon, including quarterly compliance reporting to the designated officer(s) of the Company as well as preparation of related Board materials; and
f. Provide sub-certificates in connection with the certification requirements of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 with respect to the services provided by the Sub-Administrator.
g. Implement and maintain a written information security program that contains appropriate security measures to safeguard the Personal Information (as defined below) of the Trust’s shareholders, employees, directors and/or officers that the Administrator receives, stores, maintains, processes or otherwise ...
SUB-ADMINISTRATION SERVICES. The Sub-Administrator shall provide the services set forth on Schedule C hereto (collectively, “Services”), subject to the control, supervision, authorization and direction of the Administrator and, in each case where appropriate, the review and comment by an Investment Fund’s auditors and legal counsel and in accordance with procedures which may be established from time to time between the Administrator and the Sub-Administrator. The Sub-Administrator shall perform such other services for the Administrator that are mutually agreed to by the parties from time to time in writing, for which the Administrator will pay such fees as may be mutually agreed upon in writing, including the Sub-Administrator’s reasonable out-of-pocket expenses which are required to perform such other services. All such expenses in excess of $500 must be pre-approved by the Administrator in writing and such approval shall not be unreasonably withheld. The provision of such services shall be subject to the terms and conditions of this Agreement.
SUB-ADMINISTRATION SERVICES. The Sub-Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the Adviser and the Company and the review and comment by the Company's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Adviser and the Sub-Administrator:
a. Oversee the determination and publication of the Company's net asset value in accordance with the Company's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Company's custodian of certain books and records of the Company as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Company's federal, state and local income tax returns for review by the Company's independent accountants and filing by the Company's treasurer;
d. Review calculation, submit for approval by officers of the Company and arrange for payment of the Company's expenses;
e. Prepare for review and approval by officers of the Company financial information for the Company's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Company shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
f. Prepare for review by an officer of and legal counsel for the Company the Company's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") as parts of Form 10K and 10Q. Other than the financial statements, the Adviser is responsible for preparing Forms 10K and 10Q.
g. Prepare reports relating to the business and affairs of the Company as may be mutually agreed upon and not otherwise prepared by the Company's investment adviser, custodian, legal counsel or independent accountants;
h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
i. Make such reports and recommendations to the Board concerning the performance and fees of the Company's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
j. Oversee and review calculations of fees paid to the Company's investment adviser, custodian and Transfer Agent;
k. Consult with the Company's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Company;
l. Respond to, or refer to th...
SUB-ADMINISTRATION SERVICES. The Sub-Administrator shall provide the services as listed on Schedule B (the “Services”), subject to the authorization and direction of the Administrator or the Company and, in each case where appropriate, the review and comment by the Administrator’s or the Company’s independent accountants and legal counsel and in accordance with procedures which may be established from time to time between the Administrator and the Sub-Administrator. The Sub-Administrator shall perform such other services for the Administrator as are mutually agreed to by the parties from time to time, and set forth in an amendment hereto, in accordance herewith, for which the Administrator will pay such fees as may be mutually agreed upon, including the Sub-Administrator’s reasonable out-of-pocket expenses. The provision of such additional services shall be on the terms and subject to the conditions of this Agreement. For purposes of this Agreement, the term “Services” shall include any such additional services. The Sub-Administrator shall provide the office facilities and devote such time and personnel determined by it to be necessary to fully and timely perform the Services; provided, however, that any such determination shall be commercially reasonable.
SUB-ADMINISTRATION SERVICES. The Sub-Administrator shall provide the services as listed on Schedule B, subject to the authorization and direction of the Administrator or the Trust and, in each case where appropriate, the review and comment by the Administrator’s or the Trust’s independent accountants and legal counsel and in accordance with procedures which may be established from time to time between the Administrator and the Sub-Administrator. The parties may agree that Sub-Administrator will provide additional services to the Administrator. The Sub-Administrator shall perform such other services for the Trust that are mutually agreed to by the parties in writing from time to time, which may be required to be in the form of an amendment to this Agreement, for which the Administrator will pay such fees, including the Sub-Administrator’s reasonable out-of-pocket expenses, as may be mutually agreed upon in writing. Sub-Administrator will not begin performing any additional service until the parties have agreed in writing upon the terms and conditions of such additional service. Upon the parties’ written agreement to add the additional services, such additional services shall be included within the scope of the services to the same extent and in the same manner as if specifically described above. Such additional services may include, subject to the Sub-Administrator being able to perform the services for such fees that are mutually agreed upon and the services being those that are customarily performed by the Sub-Administrator as an administrator, services requested by the Administrator and related to the Administrator receiving a ruling, order, enforcement action or similar directive from a regulatory body or court of law. The Sub-Administrator shall provide the office facilities and the personnel determined by it to perform the services contemplated herein. Furthermore, the Sub-Administrator represents and warrants that it conducts background checks on employees as part of its standard hiring practices and based on applicable regulatory requirements. Sub-Administrator shall not knowingly assign, nor remain to allow assigned, any personnel to Administrator’s account or otherwise permit any of its personnel to have access to personal information, as defined in Section 17 below, who have been found to have engaged in criminal acts that involve fraud, dishonesty, or breach of trust, or that constitute a felony under applicable law. The Sub-Administrator shall reasonably cooperate with the...