Common use of TERMINATION; NO ASSIGNMENT Clause in Contracts

TERMINATION; NO ASSIGNMENT. (a) This Agreement may be terminated by the Trust on behalf of the Fund at any time without payment of any penalty, by the Board of Trustees or by vote of a majority of the outstanding voting securities of the Fund, upon sixty (60) days’ written notice to the Adviser, and by the Adviser upon sixty (60) days’ written notice to the Fund. In the event of a termination, the Adviser shall cooperate in the orderly transfer of the Fund’s affairs and, at the request of the Board of Trustees, transfer any and all books and records of the Fund maintained by the Adviser on behalf of the Fund (except that the Adviser at its own expense may make copies of such books and records). (b) This Agreement shall terminate automatically in the event of its assignment, as such term is defined in the Investment Company Act. The modification of any of the non-material terms of this Agreement may be approved by the vote, cast in the manner required by the Investment Company Act and the rules and regulations, or exemptive relief thereunder, at a meeting called for such purpose, of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. No amendment of this Agreement shall be effective until such amendment has been approved by a vote of a majority of the Fund’s outstanding voting securities, if such approval is required by the Investment Company Act or other applicable law.

TERMINATION; NO ASSIGNMENT. (a) This Agreement may be terminated by the Trust on behalf of the Fund at any time without payment of any penalty, by the Board of Trustees or by vote of a majority of the outstanding voting securities of the Fund, upon sixty (60) days’ written notice to the Adviser, and by the Adviser upon sixty (60) days’ written notice to the Fund. In the event of a termination, the Adviser shall cooperate in the orderly transfer of the Fund’s affairs and, at the request of the Board of Trustees, transfer any and all books and records of the Fund maintained by the Adviser on behalf of the Fund (except that the Adviser at its own expense may make copies of such books and records). (b) This Agreement shall terminate automatically in the event of its assignment, as such term is defined in the Investment Company Act. The modification of any of the non-material terms of this Agreement may be approved by the vote, cast in the manner required by the Investment Company Act and the rules and regulations, or exemptive relief thereunder, person at a meeting called for such purpose, of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. No amendment of this Agreement shall be effective until such amendment has been approved by a vote of a majority of the Fund’s outstanding voting securities, if such approval is required by the Investment Company Act or other applicable law.