Common use of The Sub-Adviser’s Representations Clause in Contracts

The Sub-Adviser’s Representations. The Sub-Adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor any affiliated person of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”), is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; and (v) except as otherwise specified herein, it will not delegate any obligation assumed pursuant to this Agreement to any third party without first obtaining the written consent of the Fund and the Adviser. The Sub-Adviser further represents, warrants, and agrees that it shall:

Appears in 17 contracts

Samples: Investment Sub Advisory Agreement (Bridge Builder Trust), Investment Sub Advisory Agreement (Bridge Builder Trust), Investment Sub Advisory Agreement (Bridge Builder Trust)

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The Sub-Adviser’s Representations. The Sub-Adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor any affiliated person person” of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”)Act, is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; and (v) except as otherwise specified herein, it will not delegate any obligation assumed pursuant to this Agreement to any third party without first obtaining the written consent of the Fund and the Adviser. The Sub-Adviser further represents, warrants, and agrees that it shall:

Appears in 15 contracts

Samples: Investment Sub Advisory Agreement (Bridge Builder Trust), Investment Sub Advisory Agreement (Bridge Builder Trust), Investment Sub Advisory Agreement (Bridge Builder Trust)

The Sub-Adviser’s Representations. The Sub-Adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor any "affiliated person person" of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”)Act, is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; and (v) except as otherwise specified herein, it will not delegate any obligation assumed pursuant to this Agreement to any third party without first obtaining the written consent of the Fund and the Adviser. The Sub-Adviser further represents, warrants, and agrees that it shall:

Appears in 8 contracts

Samples: Investment Sub Advisory Agreement (Bridge Builder Trust), Investment Sub Advisory Agreement (Bridge Builder Trust), Investment Sub Advisory Agreement (Bridge Builder Trust)

The Sub-Adviser’s Representations. The Sub-Adviser adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor any "affiliated person person" of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”)Act, is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; and (v) except as otherwise specified herein, it will not delegate any obligation assumed pursuant to this Agreement to any third party without first obtaining the written consent of the Fund and the Adviser. The Sub-Adviser adviser further represents, warrants, and agrees that it shall:

Appears in 4 contracts

Samples: Investment Sub Advisory Agreement (Bridge Builder Trust), Investment Sub Advisory Agreement (Bridge Builder Trust), Investment Sub Advisory Agreement (Bridge Builder Trust)

The Sub-Adviser’s Representations. The Sub-Adviser adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor any affiliated person person” of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”)Act, is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; and (v) except as otherwise specified herein, it will not delegate any obligation assumed pursuant to this Agreement to any third party without first obtaining the written consent of the Fund Series and the AdviserAdvisor. The Sub-Adviser adviser further represents, warrants, and agrees that it shall:

Appears in 3 contracts

Samples: Investment Sub Advisory Agreement (Manning & Napier Fund, Inc.), Sub Advisory Agreement (Manning & Napier Fund, Inc.), Sub Advisory Agreement (Manning & Napier Fund, Inc.)

The Sub-Adviser’s Representations. The Sub-Adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor any "affiliated person person" of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”)Act, is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; and (v) except as otherwise specified herein, it will not delegate any obligation assumed pursuant to this Agreement to any third party without first obtaining the written consent of the Fund Funds and the Adviser. The Sub-Adviser further represents, warrants, and agrees that it shall:

Appears in 2 contracts

Samples: Investment Sub Advisory Agreement (Bridge Builder Trust), Investment Sub Advisory Agreement (Bridge Builder Trust)

The Sub-Adviser’s Representations. The Sub-Adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor any affiliated person person” of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”)Act, is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; and (v) except as otherwise specified herein, it will not delegate any obligation assumed pursuant to this Agreement to any third party without first obtaining the written consent of the Fund Funds and the Adviser. The Sub-Adviser further represents, warrants, and agrees that it shall:

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Bridge Builder Trust)

The Sub-Adviser’s Representations. The Sub-Adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor any "affiliated person person" of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”)Act, is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; and (v) except as otherwise specified herein, it will not delegate any investment advisory obligation assumed pursuant to this Agreement to any third party without first obtaining the written consent of the Fund and the Adviser. The Sub-Adviser further represents, warrants, and agrees that it shall:

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Bridge Builder Trust)

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The Sub-Adviser’s Representations. The Sub-Adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor any affiliated person of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”), is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; and (v) except as otherwise specified hereinherein or as otherwise agreed in a separate writing between Adviser and Sub-Adviser, it will not delegate any obligation assumed pursuant to this Agreement to any third party without first obtaining the written consent of the each Fund and the Adviser. The Sub-Adviser further represents, warrants, and agrees that it shall:

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Bridge Builder Trust)

The Sub-Adviser’s Representations. The Sub-Adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor nor, to the Sub-Adviser’s knowledge, any affiliated person person” of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”)Act, is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; and (v) except as otherwise specified herein, it will not delegate any obligation assumed pursuant to this Agreement to any third party without first obtaining the written consent of the Fund Funds and the Adviser. The Sub-Adviser further represents, warrants, and agrees that it shall:

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Bridge Builder Trust)

The Sub-Adviser’s Representations. The Sub-Adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor any affiliated person person” of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”)Act, is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; and (v) except as otherwise specified herein, it will not delegate any obligation assumed pursuant to this Agreement to any non-affiliated third party without first obtaining the written consent of the Fund and the Adviser. The Sub-Adviser further represents, warrants, and agrees that it shall:

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Bridge Builder Trust)

The Sub-Adviser’s Representations. The Sub-Adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor any affiliated person of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”), is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; Act and (v) except as otherwise specified herein, it will not delegate any obligation assumed pursuant to this Agreement to any third party without first obtaining the written consent of the Fund and the AdviserAgreement. The Sub-Adviser further represents, warrants, and agrees that it shall:

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Bridge Builder Trust)

The Sub-Adviser’s Representations. The Sub-Adviser represents, warrants and agrees that (i) it has all requisite power and authority to enter into and perform its obligations under this Agreement; (ii) it has taken all necessary corporate action to authorize its execution, delivery and performance of this Agreement; (iii) neither it nor nor, to the Sub-Adviser’s knowledge, any "affiliated person person" of it, as such term is defined in Section 2(a)(3) of the 1940 Act (“affiliated person”)Act, is subject to any disqualification that would make it unable to serve as an investment adviser to a registered investment company under Section 9 of the 1940 Act; (iv) it is duly registered as an adviser under the Advisers Act; and (v) except as otherwise specified herein, it will not delegate any obligation assumed pursuant to this Agreement to any third party without first obtaining the written consent of the Fund and the Adviser. The Sub-Adviser further represents, warrants, and agrees that it shall:

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Bridge Builder Trust)

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