Former Adviser definition
Examples of Former Adviser in a sentence
Subject to the terms and conditions contained herein, Former Adviser hereby assigns to New Adviser all of Former Adviser's rights, duties, and obligations under the Management Agreement (the "Assignment") and New Adviser accepts such Assignment and hereby assumes all such rights, duties, and obligations under the Management Agreement, together with any other obligations of Former Adviser to the Fund.
For purposes of this Assignment and Assumption Agreement, Former Adviser will be considered to have transferred a lease to New Adviser if New Adviser is granted the right to occupy and use the leased premises for a term co-extensive with Former Adviser's lease.
Former Adviser hereby represents and warrants that, immediately prior to or simultaneously with the Assignment, Former Adviser contributed, assigned, conveyed or otherwise transferred substantially all of its assets and liabilities to New Adviser.
Any procedures established from time to time by agreement between Former Adviser and the Fund are hereby adopted by New Adviser, subject to the terms and conditions contained herein and subject to amendment by mutual agreement of New Adviser and the Fund.
All Organization and Offering Expenses (other than Selling Commissions and Stockholder Servicing Fees) (i) paid by the Adviser pursuant to this Section 11(g) and (ii) incurred by the Former Adviser pursuant to the Former Advisory Agreement and reimbursable to the Adviser pursuant to the Receivables Purchase Agreement between the Adviser and the Former Adviser entered into as of the Effective Date, shall be reimbursed by the Company to the Adviser in 60 equal monthly installments commencing on July 6, 2022.
Any procedures established from time to time by agreement between Former Adviser and Sub-Adviser are hereby adopted by New Adviser, subject to the terms and conditions contained herein and subject to amendment by mutual agreement of New Adviser and Sub-Adviser.
Subject to the terms and conditions contained herein, Former Adviser hereby assigns to New Adviser all of Former Adviser's rights, duties and obligations under the Sub-Advisory Agreement (the "Assignment"), New Adviser accepts such Assignment and hereby assumes all such rights, duties, and obligations under the Sub-Advisory Agreement, and Sub-Advisor consents to such Assignment.
This Agreement represents the entire agreement and understanding of the parties hereto and shall supersede any prior agreements between the parties relating to the subject matter hereof, including the Investment Sub-advisory Agreement made as of the 16th day of July 2004 by and among the Former Adviser, the Trust and the Sub-adviser, and all such prior agreements shall be deemed terminated upon the effectiveness of this Agreement.