Term, Termination, Assignment and Amendment Clause Samples
Term, Termination, Assignment and Amendment. (a) Either party to this Agreement may terminate this Agreement by giving ten days’ written notice to the other.
(b) This Agreement shall terminate automatically with respect to any Fund if (i) Dealer files a petition in bankruptcy, (ii) a trustee or receiver is appointed for Dealer or its assets under federal bankruptcy laws, (iii) Dealer’s registration as a broker-dealer with the Securities and Exchange Commission is suspended or revoked, (iv) Dealer’s FINRA membership is suspended or revoked, (v) an application for a protective decree under the provisions of the Securities Investor Protection Act of 1970 is filed against Dealer, or (vi) the Distribution Agreement between Quasar and a Fund is terminated (including as a result of an assignment). This Agreement also shall terminate automatically in the event of its “assignment,” within the meaning of the 1940 Act.
(c) Termination of this Agreement by operation of this Paragraph 15 shall not affect any unpaid obligations under Paragraphs 3, 5 or 6 of this Agreement or the liability, legal and indemnity obligations set forth under Paragraphs 7, 8, 9 or 13 of this Agreement.
(d) This Agreement may be amended by Quasar upon written notice to Dealer, and Dealer shall be deemed to have consented to such amendment upon effecting any purchases of Shares for its own account or on behalf of any Customer’s accounts following Dealer’s receipt of such notice.
Term, Termination, Assignment and Amendment. (a) This Agreement shall become effective on the date first set forth above and shall remain in effect for one year from such date and thereafter from year to year provided such continuance is specifically approved at least annually (i) by vote of the Directors of the Fund and (ii) by vote of a majority of the Directors of the Fund who are not interested persons (as defined in the ▇▇▇▇ ▇▇▇) of the Fund and have no direct or indirect financial interest in the operation of this Agreement or any plan adopted by the Fund under Rule 12b-1 under the 1940 Act (the “Qualified Directors”), cast in person at a meeting called for the purpose of voting on this Agreement.
(b) This Agreement may be terminated at any time, without the payment of any penalty, (a) by AMGD or Affiliate by giving sixty (60) days’ written notice to the Fund (which notice may be waived by the Fund); or (b) by vote of (i) the Directors of the Fund, (ii) a majority of the Qualified Directors of the Fund or (iii) a majority of the outstanding voting securities (as defined in the ▇▇▇▇ ▇▇▇) of the Fund, in each case, upon sixty (60) days’ written notice to AMGD and Affiliate (which notice may be waived by AMGD and Affiliate).
(c) This Agreement shall automatically terminate in the event of its assignment (as such term is defined in the 1940 Act and the rules thereunder).
(d) This Agreement may only be amended by a written agreement signed by the parties hereto and, with respect to the Fund, approved in the same manner as provided for the continuance of this Agreement in Section 8(a).
Term, Termination, Assignment and Amendment. (a) This Agreement shall become effective as of the date first indicated above when it is signed and when fully executed copies are in the possession of each of the parties.
(b) Each party to this Agreement may terminate this Agreement for any reason by giving thirty (30) days' written notice to the other parties. The parties hereto may terminate this Agreement in its entirety or with respect to any particular Fund, upon their mutual written agreement, as of a mutually agreeable termination date.
(c) This Agreement shall terminate automatically with respect to any Fund if (i) either party hereto files a petition for bankruptcy, (ii) a trustee or receiver is appointed for either party hereto or its assets under federal bankruptcy laws, (iii) either party's registration as a broker-dealer with the SEC is suspended or revoked, (iv) either party's FINRA membership is suspended or revoked, (v) an application for a protective decree under the provisions of the Securities Investor Protection Act of 1970 is filed against either party, or (vi) the Distribution Agreement between the Distributor and a particular Fund is terminated. Either party may assign its interest in this Agreement to a third party provided that the non-assigning party has given prior written consent to the assignment in writing, which consent shall not be unreasonably withheld. Any attempted assignment in contravention hereof shall be null and void
(d) This Agreement may only be amended or modified by mutual agreement of the parties in writing.
(e) This Agreement and each of its applicable addenda constitute the entire agreement and understanding between the parties relating to the subject matter hereunder and shall supersede and replace any and all prior oral agreements or understandings between the parties relating to such subject matter.
Term, Termination, Assignment and Amendment. (a) This Agreement shall commence on the date first set forth above and shall continue in effect with respect to a Fund for more than one year only so long as such continuance is specifically approved at least annually in conformity with the requirements of the 1940 Act.
(b) Either party to this Agreement may terminate this Agreement by giving ten days’ written notice to the other, without payment of penalty.
(c) This Agreement shall terminate automatically with respect to any Fund if (i) Dealer files a petition in bankruptcy, (ii) a trustee or receiver is appointed for Dealer or its assets under federal bankruptcy laws, (iii) Dealer’s registration as a broker-dealer with the Securities and Exchange Commission is suspended or revoked, (iv) Dealer’s FINRA membership is suspended or revoked, (v) Dealer’s license to do business in any state or other jurisdiction or federal regulatory agency is suspended or revoked, (vi) an application for a protective decree under the provisions of the Securities Investor Protection Act of 1970 is filed against Dealer, or (vii) the Distribution Agreement between Quasar and a Fund is terminated (including as a result of an assignment). This Agreement also shall terminate automatically in the event of its “assignment,” within the meaning of the 1940 Act.
(d) Termination of this Agreement by operation of this Paragraph 16 shall not affect any unpaid obligations under Paragraphs 3, 6 or 7 of this Agreement or the liability, legal and indemnity obligations set forth under Paragraphs 8, 9, 10 or 14 of this Agreement.
(e) This Agreement may be amended by Quasar upon written notice to Dealer, and Dealer shall be deemed to have consented to such amendment upon effecting any purchases of shares for its own account or on behalf of any Customer’s accounts following Dealer’s receipt of such notice. Amendments proposed by Dealer are effective only when accepted in writing and signed by both Dealer and Quasar.
Term, Termination, Assignment and Amendment. (a) Either party to this Agreement may terminate this Agreement by giving thirty days’ written notice to the other.
(b) This Agreement shall terminate automatically with respect to any Fund if (i) Company files a petition in bankruptcy, (ii) a trustee or receiver is appointed for Company or its assets under federal bankruptcy laws, (iii) Company’s registration as a broker-dealer with the Securities and Exchange Commission is suspended or revoked, (iv) Company’s FINRA membership is suspended or revoked, (v) an application for a protective decree under the provisions of the Securities Investor Protection Act of 1970 is filed against Company, or (vi) the Distribution Agreement between Distributor and a Fund is terminated (including as a result of an assignment). This Agreement also shall terminate automatically in the event of its “assignment,” within the meaning of the 1940 Act.
(c) Termination of this Agreement by operation of this Paragraph 16 shall not affect any unpaid obligations under Paragraphs 3, 5 or 6 of this Agreement or the liability, legal and indemnity obligations set forth under Paragraphs 7, 8, 10 or 14 of this Agreement.
(d) This Agreement may not be amended or modified except by a written amendment, which includes any amendments to the Schedules or Exhibits, executed by all parties to the Agreement.
