Common use of Effective Period and Termination Clause in Contracts

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated by either party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner than ninety (90) days after the date of such delivery or mailing. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (John Hancock Exchange-Traded Fund Trust), Transfer Agency and Service Agreement (John Hancock Exchange-Traded Fund Trust)

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Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from on the one year anniversary of the effective date hereof of this Agreement (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 2 contracts

Samples: Administration Agreement (Morgan Creek Series Trust), Administration Agreement (Morgan Creek Series Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (Sprott ETF Trust), Transfer Agency and Service Agreement (Elevation ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three five (35) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of that the appointment of other party is adjudged bankrupt or insolvent, or there shall be commenced against such party a case under any applicable bankruptcy, insolvency or other similar law, or a conservator or receiver is appointed for the other such party or upon the happening of a like event to the other such party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolioparagraph, the Trust or applicable Portfolio shall pay Transfer Agent the Custodian its compensation due and shall reimburse Transfer Agent the Custodian for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement Agreement, with or without notice, with respect to the Trust or its Portfolio(s) any Fund for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Custodian is not retained to continue providing services hereunder to the Trust or a Portfolio such Fund (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent Custodian its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Custodian with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Custodian for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Custodian will deliver the TrustFund’s or such Portfolio’s records securities, funds and other properties as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) the first sentence of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or PortfolioFund’s assets as a result of the BoardSponsor’s good faith determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Custodian is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination The provisions of Sections 6, 14 and 15 of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions survive termination of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionany reason.

Appears in 2 contracts

Samples: Domestic Custodian Agreement (AccuShares Commodities Trust I), Form of Domestic Custodian Agreement (AccuShares Commodities Trust I)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof April 1, 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than sixty (60) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 twenty (20) days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, (iii) upon the occurrence of a transaction not in the ordinary course of business pursuant to which the Administrator is not retained to continue providing services hereunder to the Company or a Portfolio (or its respective successor), including, without limitation, (x) a merger of the Company or a Portfolio into, or consolidation of the Company or a Portfolio with, another entity or (By) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate liquidation or dissolution of the TrustCompany or a Portfolio and distribution of the Company’s investment adviser or such Portfolio’s assets as a result of the Board’s determination, in its reasonable business judgment, that the Company or such Portfolio is no longer viable, and (iv) upon the occurrence of a sale by the Company or a Portfolio of all, or substantially all, of the Company’s or Portfolio’s assets to perform the services contemplated by this Agreementanother entity. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Company or any Portfolio, the Trust Company or applicable Portfolio shall pay Transfer Agent the Administrator its compensation due through the date of termination and shall reimburse Transfer Agent the Administrator for its costs, expenses and disbursementsdisbursements incurred through the date of termination. During the Initial Term, in In the event of: (i) the Trust’s termination of Company terminates this Agreement with respect to the Trust Company or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor)paragraph, the Trust Company or applicable Portfolio shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent the Administrator with respect to the Trust Company or such Portfolio) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt disbursements incurred through the date of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreementtermination. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust Company or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 2 contracts

Samples: Administration Agreement (Calvert SAGE Fund), Administration Agreement (Calvert Responsible Index Series, Inc.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof January 15, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than one-hundred twenty (120) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Fund or any Portfolio, the Trust Fund or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Portfolio(sPortfolio (s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust Fund or a Portfolio (or its respective successor), the Trust Fund or applicable Portfolio shall reimburse the Custodian for its costs, expenses and disbursements and reasonable counsel fees and, if either (i) or (ii) occur during the Initial Term, pay the Transfer Agent its compensation due through the end of the Initial Term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust Fund or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements). Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the TrustFund’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust Fund or a Portfolio and distribution of the TrustFund’s or such Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust Fund or a Portfolio into, or the consolidation of the Trust of Fund or a Portfolio with, another entity, or (c) the sale by the Trust Fund or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or Fund such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust Fund or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (Blackstone Real Estate Income Fund II), Transfer Agency and Service Agreement (Blackstone Real Estate Income Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof [_______] 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolioa Company, the Trust or applicable Portfolio such Company shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trusta Company’s termination of this Agreement with respect to the Trust or its Portfolio(s) a Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Company (or its respective successor), the Trust or applicable Portfolio Company shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioCompany) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such Portfolioeach Company’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Company and distribution of the Trust’s or Portfoliosuch Company’s assets as a result of the Board’s members’ determination in its reasonable business judgment that continuation of the Trust or such Portfolio Company is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Company into, or the consolidation of the Trust of a Portfolio Company with, another entity, or (c) the sale by the Trust or a Portfolio Company of all, or substantially all, of its the Company’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionCompany.

Appears in 2 contracts

Samples: Master Administration Agreement (Partners Group Private Equity, LLC), Master Administration Agreement (Partners Group Private Equity (TEI), LLC)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof October 16, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolioa Company, the Trust or applicable Portfolio such Company shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trusta Company’s termination of this Agreement with respect to the Trust or its Portfolio(s) a Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Company (or its respective successor), the Trust or applicable Portfolio Company shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioCompany) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such Portfolioeach Company’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Company and distribution of the Trust’s or Portfoliosuch Company’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Company is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Company into, or the consolidation of the Trust of a Portfolio Company with, another entity, or (c) the sale by the Trust or a Portfolio Company of all, or substantially all, of its the Company’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionCompany.

Appears in 2 contracts

Samples: Administration Agreement (Partners Group Growth, LLC), Administration Agreement (Partners Group Next Generation Infrastructure LLC)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from after the date hereof first set forth above (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or PortfolioFund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (SSgA Master Trust), Transfer Agency and Service Agreement (SSgA Master Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof January 15, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than one-hundred twenty (120) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Fund or any Portfolio, the Trust Fund or applicable Portfolio shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust Fund or a Portfolio (or its respective successor), the Trust Fund or applicable Portfolio shall reimburse the Custodian for its costs, expenses and disbursements and reasonable counsel fees and, if either (i) or (ii) occur during the Initial Term, pay the Transfer Agent Administrator its compensation due through the end of the Initial Term (based upon the average monthly compensation previously earned by Transfer Agent the Administrator with respect to the Trust Fund or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements). Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the TrustFund’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust Fund or a Portfolio and distribution of the TrustFund’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust Fund or a Portfolio into, or the consolidation of the Trust of Fund or a Portfolio with, another entity, or (c) the sale by the Trust Fund or a Portfolio of all, or substantially all, of its the Fund’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 2 contracts

Samples: Administration Agreement (Blackstone Real Estate Income Fund), Administration Agreement (Blackstone Real Estate Income Fund II)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof __________, 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust a Fund or any Portfolio, the Trust applicable Fund or applicable Portfolio shall pay Transfer Agent the Administrator its compensation due and shall reimburse Transfer Agent the Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s a Fund's termination of this Agreement with respect to the Trust such Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust a Fund or a Portfolio (or its respective successor), the Trust applicable Fund or applicable Portfolio shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent the Administrator with respect to the Trust such Fund or such Portfolio) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trustsuch Fund’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust a Fund or a Portfolio and distribution of the Trustsuch Fund’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust a Fund or a Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust a Fund or a Portfolio of all, or substantially all, of its the Fund’s or Portfolio’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust such Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 2 contracts

Samples: Administration Agreement (Private Advisors Alternative Strategies Fund), Form of Master Administration Agreement (Private Advisors Alternative Strategies Master Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof _________, 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust a Fund or any Portfolio, the Trust applicable Fund or applicable Portfolio shall pay the Transfer Agent its compensation due and shall reimburse the Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s a Fund's termination of this Agreement with respect to the Trust such Fund or its Portfolio(s) Portfolio for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust a Fund or a Portfolio (or its respective successor), the Trust applicable Fund or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust such Fund or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trustsuch Fund’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust a Fund or a Portfolio and distribution of the Trustsuch Fund’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust such Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust a Fund or a Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, with another entity, or (c) the sale by the Trust a Fund or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust such Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 2 contracts

Samples: Form of Master Transfer Agency and Service Agreement (Private Advisors Alternative Strategies Fund), Form of Master Transfer Agency and Service Agreement (Private Advisors Alternative Strategies Master Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three six (36) years months from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement ) and thereafter may be terminated by either party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner than ninety hereto upon sixty (9060) days after the date of such delivery or mailingdays’ prior written notice. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust any Fund or any Portfolio, the Trust or applicable Portfolio Fund shall pay Transfer Agent Custodian its compensation due and shall reimburse Transfer Agent Custodian for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trustany Fund’s termination of this Agreement with respect to the Trust such Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Custodian is not retained to continue providing services hereunder to the Trust a Fund or a Portfolio (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Custodian its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Custodian with respect to the Trust such Fund or such Portfolio) and shall reimburse the Transfer Agent Custodian for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Custodian will deliver the Trustsuch Fund’s or such Portfolio’s records securities and cash as set forth hereinhereinbelow. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust a Fund or a Portfolio and distribution of the Trustsuch Fund’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust a Fund or a Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust a Fund or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Custodian is retained to continue providing services to the Trust such Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio. Should the Agreement be terminated by either party for any reason The provisions of Sections 6, 14 and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions 15 of this Agreement at the rates set forth in the then current fee schedule and shall survive termination of this Agreement for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionany reason.

Appears in 2 contracts

Samples: Master Custodian Agreement (BMO LGM Frontier Markets Equity Fund), Master Custodian Agreement (BMO Lloyd George Frontier Markets Equity Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof December 31, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 45 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioTrust, the Trust or applicable Portfolio shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial TermEither party may, in its discretion, terminate this Agreement for any reason by giving the other party at least ninety (90) days prior written notice of termination. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent Administrator its compensation due through the end effective termination date of this Agreement (prorated for the Initial Term (current year through the effective termination date based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioTrust) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of to liquidate the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its the Trust’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Form of Administration Agreement (Coller Secondaries Private Equity Opportunities Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial 3-year term ending three (3) years from the date hereof September 29, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Lattice Strategies Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof _______, 2023 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breachbreach or such other time period as may be agreed between the parties hereto in writing (of which an agreement by e-mail shall suffice), or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Administrator shall pay Transfer Agent Sub-Administrator its compensation due and shall reimburse Transfer Agent Sub-Administrator for its costs, expenses and disbursements. During Upon receipt of such payment and reimbursement, the Initial Term, in Sub-Administrator will deliver the Fund’s records as set forth herein. In the event of: (i) the TrustAdministrator’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Administrator shall pay the Transfer Agent Sub-Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Sub-Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Sub-Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Sub-Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or PortfolioFund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Sub-Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Sub Administration Agreement (T. Rowe Price OHA Select Private Credit Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial 3-year term ending three (3) years from the date hereof September 29, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (Lattice Strategies Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof December 8, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the a Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the a Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Trust or Fund shall in no way affect the rights and duties under this Agreement with respect to the any other Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Weiss Strategic Interval Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years one year from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this AgreementAgreement upon ninety (90) days’ written notice: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due for services performed under this Agreement and shall reimburse Transfer Agent Administrator for its reasonable costs, expenses expenses, and disbursementsdisbursements associated with the transfer of any records maintained by the Administrator. During the Initial Term, in In the event of: (i) the Trust’s voluntary termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in prior to the immediately preceding paragraph expiration of the Initial Term or a Renewal Term or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its reasonable costs, expenses and disbursementsdisbursements associated with the transfer of any records maintained by the Administrator. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of Should this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent Administrator agrees to negotiate, in good faith, to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement for such fair compensation as shall be agreed upon between the Fund and the Administrator (with the existing agreed-to compensation at the rates set forth in the then current fee schedule and time of termination being one indicator of what is considered fair compensation) for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent Administrator for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent Administrator in the transition. In the event of a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or the sale by the Trust or a Fund of all, or substantially all, of its assets to another entity, the Administrator shall reasonably cooperate with the Trust to provide such information and assistance, as may be reasonably requested by the Trust, to effect any such transaction. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.

Appears in 1 contract

Samples: Administration Agreement (2023 ETF Series Trust II)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof November 4, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one (1) year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptableacceptable to the non-breaching party, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, jurisdiction or (B) at the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate direction of the Trustsuch party’s investment adviser to perform the services contemplated by this Agreementregulators. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioTrust, the Trust or applicable Portfolio shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioTrust) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursementsdisbursements then due with respect to this Agreement. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the BoardTrustee’s determination in its reasonable business judgment that continuation of the Trust shall be liquidated or such Portfolio is not in the best interest of the Trust or Portfolio; dissolved (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its the Trust’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Administration Agreement (VanEck Bitcoin Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof October 17, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Fund or any Portfolio, the Trust or applicable Portfolio Fund shall pay Transfer Agent Custodian its compensation due and shall reimburse Transfer Agent Custodian for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Custodian is not retained to continue providing services hereunder to the Trust Fund or a Portfolio (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Custodian its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Custodian with respect to the Trust Fund or such Portfolio) and shall reimburse the Transfer Agent Custodian for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Custodian will deliver the TrustFund’s or such Portfolio’s records securities and cash as set forth hereinhereinbelow. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust Fund or a Portfolio and distribution of the TrustFund’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust Fund or a Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust Fund or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Custodian is retained to continue providing services to the Trust Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should The provisions of Sections 14 and 15 and the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions indemnification obligations of Section 9 of this Agreement at the rates set forth in the then current fee schedule and shall survive termination of this Agreement for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionany reason.

Appears in 1 contract

Samples: Custodian Agreement (HIMCO Variable Insurance Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof October 31, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”), unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than sixty (60) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may immediately terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, . This Agreement may also be terminated during the Initial Term or a Renewal Term (Ba) by the Trust may terminate this Agreement Fund or a Portfolio by providing giving not less than sixty (60) 60 days’ prior written notice to the Transfer Agent that it intends Custodian or (b) by the Custodian by giving not less than 270 days’ prior written notice to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this AgreementFund or Portfolio. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust such liquidation or such Portfolio dissolution is not in the best interest interests of the Trust or Portfolio; , (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Harbor ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial 3-year term ending three (3) years from the date hereof December 11, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (Lattice Strategies Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof January 1, 2021 (the “Initial Term”). After the expiration of the Initial Termthis initial term, this Agreement may shall be terminated terminable by either party by an instrument in writing delivered or mailed, postage prepaid on ninety (90) days’ prior written notice to the other party, such termination . A written notice of non-renewal may be given as to take effect not sooner than ninety (90) days after the date of such delivery a Fund or mailinga Portfolio. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Fund or any Portfolio, the Trust Fund or applicable Portfolio shall pay Transfer Agent State Street its compensation due and shall reimburse Transfer Agent State Street for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent State Street is not retained to continue providing services hereunder to the Trust Fund or a Portfolio (or its respective successor), the Trust Fund or applicable Portfolio shall pay the Transfer Agent State Street its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent State Street with respect to the Trust Fund or such Portfolio) and shall reimburse the Transfer Agent State Street for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent State Street will deliver the TrustFund’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust Fund or a Portfolio and distribution of the TrustFund’s or such Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust Fund or a Portfolio into, or the consolidation of the Trust of Fund or a Portfolio with, another entity, or (c) the sale by the Trust Fund or a Portfolio of all, or substantially all, of its the Fund’s or Portfolio’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent State Street is retained to continue providing services to the Trust Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Information Classification: Limited Access Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust Fund or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Fund Accounting and Support Services Agreement (Thornburg Investment Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof September [__], 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this the Agreement pursuant to this paragraph with respect to the Trust or any Portfolioparagraph, the Trust or applicable Portfolio Fund shall pay Transfer Agent Custodian its compensation due for services performed hereunder and shall reimburse Transfer Agent Custodian for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s Fund's termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Custodian is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Custodian its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Custodian with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Custodian for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Custodian will deliver the TrustFund’s or such Portfolio’s records securities and cash as set forth hereinhereinbelow. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfolio’s Fund’ assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Custodian is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination The provisions of Sections 6, 14 and 15 of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions survive termination of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionany reason.

Appears in 1 contract

Samples: Custodian Agreement (Renaissance Capital Greenwich Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof March 23, 2018 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During In any event, except as otherwise agreed to in writing by the parties hereto, during the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioCompany, the Trust or applicable Portfolio Company shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trusta Company’s termination of this Agreement with respect to the Trust or its Portfolio(s) such Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Company (or its respective successor), the Trust or applicable Portfolio Company shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioCompany) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement or if there is a reasonable dispute about the amount of such payment or reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioCompany’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Company and distribution of the Trust’s or Portfolioa Company’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Company is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Company into, or the consolidation of the Trust of a Portfolio Company with, another entity, or (c) the sale by the Trust or a Portfolio Company of all, or substantially all, of its the Company’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionCompany.

Appears in 1 contract

Samples: Master Administration Agreement (Source Capital Inc /De/)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof June 30, 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Calamos ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof December 31, 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Mercer Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from on the one-year anniversary of the date hereof of this Agreement (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1- year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than sixty (60) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust any or any Portfolioall Funds, the Trust or applicable Portfolio Administrator shall pay Transfer Agent State Street its compensation due and shall reimburse Transfer Agent State Street for its costs, expenses and disbursementsdisbursements in accordance with this Agreement. During the Initial Term, in In the event of: (i) the TrustAdministrator’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent State Street is not retained to continue providing services hereunder to the Trust Administrator or a Portfolio the Funds (or its respective their successor), the Trust or applicable Portfolio Administrator shall pay the Transfer Agent State Street its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent State Street with respect to the Trust or such PortfolioFunds) and shall reimburse the Transfer Agent State Street for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent State Street will deliver the Trust’s or such PortfolioAdministrator’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the Administrator is no longer retained as administrator to the Funds, (b) the liquidation or dissolution of the Trust or a Portfolio Funds and distribution of the Trust’s or Portfolio’s a Funds’ assets as a result of the relevant Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; Funds are no longer viable (bc) a merger of the Trust or a Portfolio Funds into, or the consolidation of the Trust of a Portfolio Funds with, another entity, or (cd) the sale by the Trust or a Portfolio Funds of all, or substantially all, of its the Funds’ assets to another entity, in each of (bc) and (c), (Xd) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent State Street is retained to continue providing services to the Trust Administrator or such Portfolio the Funds (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Services Agreement (New Mountain Guardian IV BDC, L.L.C.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial four-year term ending three (3) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one (1) year terms (each, a “Renewal Term”), unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this AgreementAgreement upon 30 days’ written notice: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, acceptable within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or the applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due for services performed under this Agreement and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements, including those associated with the transfer of any records maintained by the Administrator. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or the applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements, including those associated with the transfer of any records maintained by the Administrator. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent Administrator agrees to negotiate, in good faith, to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement for such fair compensation as shall be agreed upon between the Fund and the Administrator (with the existing agreed-to compensation at the rates set forth in the then current fee schedule and time of termination being one indicator of what is considered fair compensation) for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent Administrator for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent Administrator in the transition. In the event of a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or the sale by the Trust or a Fund of all, or substantially all, of its assets to another entity, the Administrator shall reasonably cooperate with the Trust to provide such information and assistance, as may be reasonably requested by the Trust, to effect any such transaction. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.

Appears in 1 contract

Samples: Administration Agreement (DriveWealth ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof October 31, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than sixty (60) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other PortfolioFund. Should If a successor administrator for one or more Funds shall be appointed by the Agreement be terminated by either party for Board of the Trust, the Administrator and the Trust, on behalf of any reason applicable Fund(s) agree, upon termination and if the Administrator’s receipt of instructions from the Trust, to reasonably cooperate to deliver to such successor Administrator, the records of the Trust and/or the Funds as reasonably requested by the Trust. Each of the Administrator and the Trust, the Transfer Agent on behalf of any applicable Fund(s), agrees to continue performing reasonably cooperate with the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth successor administrator in the then current fee schedule execution of such documents and the performance of such other necessary actions as may reasonably be requested by the successor administrator or the Trust in order to substitute the successor administrator for a the Administrator, provided, however, that any special or unduly burdensome arrangements, and any expenses associated therewith, shall be subject to good faith negotiation and mutual agreement by the parties hereto. All reasonable period out-of-pocket expenses associated with the transfer of time to the administration services hereunder upon termination hereof shall be borne by the respective Funds (except as may be specifically and mutually agreed upon in writing by the parties in good faith, in order relation to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionsuch special arrangements).

Appears in 1 contract

Samples: Administration Agreement (Domini Investment Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three of one (31) years from the date hereof year (the “Initial Term”)) from the Effective Date of this Agreement. After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (Cascade Private Capital Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from on the one-year anniversary of the effective date hereof of this Agreement (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio Company shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursementsdisbursements in accordance with this Agreement. During the Initial Term, in In the event of: (i) the TrustCompany’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio Company (or its respective successor), the Trust or applicable Portfolio Company shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioCompany) and shall reimburse the Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such PortfolioCompany’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Company and distribution of the Trust’s or PortfolioCompany’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Company is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Company into, or the consolidation of the Trust of a Portfolio Company with, another entity, or (c) the sale by the Trust or a Portfolio Company of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Varagon Capital Corp.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof December 8, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the a Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Trust or Fund shall in no way affect the rights and duties under this Agreement with respect to the any other Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (Weiss Strategic Interval Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial a term ending three (3) years from the date hereof August 31, 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a“Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptableacceptable to the other party, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Eaton Vance NextShares Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof November 30, 2027 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one (1) year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioTrust, the Trust or applicable Portfolio Trustee shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustTrustee’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio Trustee shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioTrust) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the BoardTrustee’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionInformation Classification: Limited Access

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (SPDR Dow Jones Industrial Average Etf Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof [Date], 202[ ] (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 sixty (60) days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. This Agreement may be terminated by either party by an instrument in writing delivered or mailed, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice postage prepaid to the Transfer Agent that it intends other party, such termination to engage an affiliate take effect not sooner than one hundred twenty (120) days after the date of the Trust’s investment adviser to perform the services contemplated by this Agreementsuch delivery or mailing . Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioTrust, the Trust or applicable Portfolio shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioTrust) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination determination, made in its reasonable business judgment that continuation of judgment, to liquidate the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; Trust, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its the Trust’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Administration Agreement (Apollo S3 Private Markets Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof April ___, 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent State Street its compensation due and shall reimburse Transfer Agent State Street for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent State Street is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent State Street its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent State Street with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent State Street for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent State Street will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent State Street is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (Arbitrage Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof December 31, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 sixty (60) days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolioa Company, the Trust or applicable Portfolio Company shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursementsdisbursements incurred and that remain unpaid through the date of termination. During the Initial Term, in In the event of: (i) the Trusta Company’s termination of this Agreement during the Initial Term with respect to the Trust or its Portfolio(s) such Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio such Company (or its respective successor), the Trust or applicable Portfolio Company shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioCompany) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioCompany’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Company and distribution of the Trust’s or Portfoliosuch Company’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Company is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Company into, or the consolidation of the Trust of a Portfolio Company with, another entity, or (c) the sale by the Trust or a Portfolio Company of all, or substantially all, of its such Company’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionCompany.

Appears in 1 contract

Samples: Administration and Accounting Agreement (Credit Suisse Park View BDC, Inc.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof December 1, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner than at least ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) . This Agreement may be terminated with respect to a Trust in the event such Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreementis liquidated. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolioa Trust, the Trust or applicable Portfolio shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its documented costs, expenses and disbursementsdisbursements incurred until the end of the provision of services under this Agreement. During the Initial Term, in In the event of: (i) the a Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the applicable Trust or applicable Portfolio shall pay the Transfer Agent Administrator the present value of its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioTrust) and shall reimburse the Transfer Agent Administrator for its documented costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the a Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the a Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the a Trust or a Portfolio of all, or substantially all, of its the Trust’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Trust shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other PortfolioTrust. Should In connection with the termination of this Agreement be terminated with respect to one or more Trusts, the Administrator shall provide at the same costs as contemplated by either party this Agreement (or if not contemplated by this Agreement at an agreed-upon hourly or other rate in line with market standard) such transition services as a Trust may reasonably request, including providing assistance and cooperation to the successor administrator in connection with the transition of services, and shall continue to provide administrative services hereunder for any reason and if requested by a period of up to 180 days at the request of the Trust, the Transfer Agent agrees with fees for each such day of administrative services to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement be assessed at the rates set forth most recently in the then current fee schedule effect under this Agreement prior to termination, pro-rated as necessary by day; provided, however, that any arrangements not consistent with general industry practice, and for a reasonable period of time any expenses associated therewith, shall be subject to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon discussion by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Administration Agreement (Calamos-Avenue Opportunities Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof [ ], 2026 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioTrust, the Trust or applicable Portfolio Administrator shall pay Transfer Agent Sub-Administrator its compensation due and shall reimburse Transfer Agent Sub-Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustAdministrator’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio Administrator shall pay the Transfer Agent Sub-Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Sub-Administrator with respect to the Trust or such PortfolioTrust) and shall reimburse the Transfer Agent Sub-Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Sub-Administrator will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its the Trust’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Sub-Administrator is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination In connection with the termination of this Agreement, the Sub-Administrator shall provide at the same costs as contemplated by this Agreement (or if not contemplated by this Agreement at an agreed-upon hourly or other rate in line with respect market standard) such transition services as the Administrator may reasonably request, including providing assistance and cooperation to any one particular Portfolio the successor sub-administrator in connection with the transition of services, and shall continue to provide administrative services hereunder for a period of up to 180 days (such period, the “Transition Period”) at the request of the Administrator, with fees for each such day of administrative services to be assessed at the rates most recently in no way affect the rights and duties effect under this Agreement with respect prior to the Trust or any other Portfolio. Should the Agreement be terminated termination, pro-rated as necessary by either party for any reason and if requested by the Trustday; provided, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faithhowever, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, any such arrangements not consistent with general industry practice, and any expenses associated therewith, shall be subject to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon discussion by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Sub Administration Agreement (AB CarVal Credit Opportunities Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof , 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Fund or any Portfolio, the Trust Fund or applicable Portfolio shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust Fund or a Portfolio (or its respective successor), the Trust Fund or applicable Portfolio shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust Fund or such Portfolio) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the TrustFund’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust Fund or a Portfolio and distribution of the TrustFund’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust Fund or a Portfolio into, or the consolidation of the Trust of Fund or a Portfolio with, another entity, or (c) the sale by the Trust Fund or a Portfolio of all, or substantially all, of its the Fund’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust Fund or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Form of Administration Agreement (Blackstone Alternative Investment Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial three year term ending three (3) years from the date hereof May 31, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than sixty (60) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent State Street its compensation due and shall reimburse Transfer Agent State Street for its costs, expenses and disbursements. During the Initial Term, in </BCLPAGE>8<BCLPAGE><BCLPAGE>14</BCLPAGE> In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent State Street is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio FT Services shall pay the Transfer Agent State Street its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent State Street with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent State Street for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent State Street will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent State Street is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the TrustFT Services, the Transfer Agent State Street agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust FT Services so that, to the extent feasible, the services are maintained without interruption. The Trust FT Services shall reimburse the Transfer Agent State Street for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent State Street in the transition. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.

Appears in 1 contract

Samples: Franklin Templeton ETF Trust

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof December 21, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than one hundred and eighty (180) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent Administrator agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent Administrator for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent Administrator in the transition. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.

Appears in 1 contract

Samples: Administration Agreement (PFM Multi-Manager Series Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three five (35) years from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one (1) year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice being given by the non-breaching party of such breach, (ii) in the event there are consistent breaches of established parameters in mutually agreed upon written service level agreement or (iiiii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioPortfolio for the previous twelve (12) month period) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust shall be liquidated or Portfolio; dissolved, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Participant Agreement (VanEck Vectors ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof ________________, 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner non-renewing Party no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party Party may terminate this Agreement: (i) in the event of the other partyParty’s material breach of a material provision of this Agreement that the other party Party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 sixty (60) days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party Party or upon the happening of a like event to the other party Party at the direction of an appropriate agency or court of competent jurisdiction. For purposes of this Section 12, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice references to the Transfer Agent that it intends to engage an affiliate of the Trusta Company’s investment adviser to perform the services contemplated by this AgreementPortfolios shall include such Company’s Subsidiaries. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust a Company or any Portfolio, the Trust applicable Company or applicable Portfolio shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursementsdisbursements in accordance with this Agreement. During the Initial Term, in In the event of: (i) the Trusta Company’s termination of this Agreement with respect to the Trust such Company or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust such Company or a such Portfolio (or its respective successor), the Trust applicable Company or applicable Portfolio shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust such Company or such Portfolio) and shall reimburse the Transfer Agent Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trustsuch Company’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust a Company or a Portfolio and distribution of the Trustsuch Company’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust such Company or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust a Company or a Portfolio into, or the consolidation of the Trust of a Company or Portfolio with, another entity, or (c) the sale by the Trust a Company or a Portfolio of all, or substantially all, of its such Company’s or Portfolio’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust such Company or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Company or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Company or Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: And Accounting Agreement (Alcentra Capital Corp)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof April 30,, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio shall pay Transfer Agent Custodian its compensation due through the date of termination and shall reimburse Transfer Agent Custodian for its costs, expenses and disbursements. During the Initial TermTerm of this Agreement, in the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Custodian is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent Custodian its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Custodian with respect to the Trust or such PortfolioFund) (“Agreed Upon Payment”) and shall reimburse the Transfer Agent Custodian for its costs, expenses and disbursements. Upon receipt of such payment Agreed Upon Payment and reimbursement, the Transfer Agent Custodian will deliver the Trust’s or such PortfolioFund’s records securities and cash as set forth hereinherein below. For the avoidance of doubt, no payment Agreed Upon Payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or PortfolioFund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of a Portfolio or Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Custodian is retained to continue providing services to the Trust Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. For the avoidance of doubt, no Agreed Upon Payment will be made during any Renewal Term of this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other PortfolioFund. Should The provisions of Sections 14 and 15 and the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions indemnification obligations of Section 9 of this Agreement at the rates set forth in the then current fee schedule and shall survive termination of this Agreement for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionany reason.

Appears in 1 contract

Samples: Custodian Agreement (Securian Funds Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof November 1, 2022 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, jurisdiction or (Biii) the Trust may terminate this Agreement by providing not less than sixty during any Renewal Term upon ninety (6090) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreementother party. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust a Company or any PortfolioFund, the Trust Company or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trusta Company’s termination of this Agreement with respect to the Trust such Company or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust Company or a Portfolio Fund (or its respective successor), the Trust Company or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust Company or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust Company or a Portfolio Fund and distribution of the TrustCompany’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Company or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust Company or a Portfolio Fund into, or the consolidation of the Trust of Company or a Portfolio Fund with, another entity, or (c) the sale by the Trust Company or a Portfolio Fund of all, or substantially all, of its the Company’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to applicable Fund provides sixty (60) days’ prior written notice in advance of the Trust or closing date of any such Portfolio (or its respective successor) on substantially the same terms as this Agreementtransaction. Termination of this Agreement with respect to any one particular Portfolio Company or Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionCompany or Fund.

Appears in 1 contract

Samples: Administration Agreement (Value Line Asset Allocation Fund Inc)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from on the one-year anniversary of the effective date hereof of this Agreement (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Administrator shall pay Transfer Agent Sub-Administrator its compensation due and shall reimburse Transfer Agent Sub-Administrator for its costs, expenses and disbursementsdisbursements in accordance with this Agreement. During the Initial Term, in In the event of: (i) the TrustAdministrator’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Sub-Administrator is not retained to continue providing services hereunder to the Trust Administrator or a Portfolio the Fund (or its respective successor), the Trust or applicable Portfolio Administrator shall pay the Transfer Agent Sub-Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Sub-Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Sub-Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or PortfolioFund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Sub-Administrator is retained to continue providing services to the Trust Administrator or such Portfolio the Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Sub Administration Agreement (Varagon Capital Corp.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof March 31, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolioa Company, the Trust or applicable Portfolio such Company shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trusta Company’s termination of this Agreement with respect to the Trust or its Portfolio(s) such Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio such Company (or its respective successor), the Trust or applicable Portfolio such Company shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioCompany) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such PortfolioCompany’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Company and distribution of the Trust’s or Portfoliosuch Company’s assets as a result of the BoardCompany’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Company is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio such Company into, or the consolidation of the Trust of a Portfolio such Company with, another entity, or (c) the sale by the Trust or a Portfolio such Company of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionCompany.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Partners Group Private Equity (Master Fund), LLC)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof , 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction; in addition, or (B) after the Trust Initial Term, either party may terminate this Agreement by providing not less than sixty upon giving ninety (6090) days’ prior written notice to or such shorter period as is mutually agreed upon by the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreementparties. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph after the Initial Term or in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Form of Administration Agreement (Babson Capital Funds Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof April 1, 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon Subject to applicable law, upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation the continued operation of the Trust or such Portfolio Fund is not no longer viable or in the best interest interests of the Trust or Portfolio; shareholders, (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (AB Multi-Manager Alternative Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof February 7, 2023 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or the, applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or the applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent Administrator agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement for such fair compensation as shall be agreed upon between the Fund and the Administrator (the existing agreed-to compensation at the rates set forth in the then current fee schedule and time of termination shall be one indicator of what is considered fair compensation) for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent Administrator for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent Administrator in the transition. In the event of a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or the sale by the Trust or a Fund of all, or substantially all, of its assets to another entity, the Administrator shall cooperate with the Trust to provide such information and assistance, as may be reasonably requested by the Trust, to effect any such transaction. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.

Appears in 1 contract

Samples: Administration Agreement (AltShares Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof December 31, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than sixty (60) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (Litman Gregory Funds Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof November 30, 2027 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one (1) year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioTrust, the Trust or applicable Portfolio Trustee shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustTrustee’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio Trustee shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioTrust) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the BoardTrustee’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the Information Classification: Limited Access consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its the Trust’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Administration Agreement (SPDR Dow Jones Industrial Average Etf Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years one year from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one (1) year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptableacceptable to the non-breaching party, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, jurisdiction or (B) at the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate direction of the Trustsuch party’s investment adviser to perform the services contemplated by this Agreementregulators. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioTrust, the Trust or applicable Portfolio shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioTrust) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursementsdisbursements then due with respect to this Agreement. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the BoardTrustee’s determination in its reasonable business judgment that continuation of the Trust shall be liquidated or such Portfolio is not in the best interest of the Trust or Portfolio; dissolved (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its the Trust’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Administration Agreement (VanEck Ethereum Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof March 31, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioCompany, the Trust or applicable Portfolio Company shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustCompany’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Company (or its respective successor), the Trust or applicable Portfolio Company shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioCompany) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioCompany’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Company and distribution of the Trust’s or PortfolioCompany’s assets as a result of the Board’s members’ determination in its reasonable business judgment that continuation of the Trust or such Portfolio Company is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Company into, or the consolidation of the Trust of a Portfolio Company with, another entity, or (c) the sale by the Trust or a Portfolio Company of all, or substantially all, of its the Company’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Administration Agreement (Partners Group Private Income Opportunities, LLC)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof October 17, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Fund or any Portfolio, the Trust Fund or applicable Portfolio shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust Fund or a Portfolio (or its respective successor), the Trust Fund or applicable Portfolio shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust Fund or such Portfolio) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust Fund or a Portfolio and distribution of the TrustFund’s or such Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust Fund or a Portfolio into, or the consolidation of the Trust of Fund or a Portfolio with, another entity, or (c) the sale by the Trust Fund or a Portfolio of all, or substantially all, of its the Fund’s or Portfolio’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust Fund or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Administration Agreement (HIMCO Variable Insurance Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof July 20, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not Information Classification: Limited Access retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (Syntax Etf Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof [ ], 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sPortfolio (s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or such Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of or a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (SSgA Active ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof June 30, 2016 (the "Initial Term"). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a "Renewal Term") unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s 's material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days' written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioTrust, the Trust or applicable Portfolio shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s 's termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioTrust) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such Portfolio’s 's records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s 's assets as a result of the Board’s 's determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its the Trust's assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Administration Agreement (O'Connor Fund of Funds: Masters)

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Effective Period and Termination. This Agreement shall remain in full force and effect for an initial three year term ending three (3) years from the date hereof May 31, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than sixty (60) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent State Street its compensation due and shall reimburse Transfer Agent State Street for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent State Street is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio FT Services shall pay the Transfer Agent State Street its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent State Street with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent State Street for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent State Street will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent State Street is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the TrustFT Services, the Transfer Agent State Street agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust FT Services so that, to the extent feasible, the services are maintained without interruption. The Trust FT Services shall reimburse the Transfer Agent State Street for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent State Street in the transition. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.

Appears in 1 contract

Samples: Subcontract for Administration and Fund Accounting Services (Franklin Templeton ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof July 20, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Information Classification: Limited Access Syntax ETF Trust - Meeting of the Board of Trustees - Annual Approval of Amendment to Administration Agreement and Amendment Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (Syntax Etf Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Information Classification: Limited Access Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (ALPS ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (Ubs Relationship Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof September 2, 2015 (the "Initial Term"). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a "Renewal Term") unless a written notice of non­ renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s 's material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days' written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this the Agreement pursuant to this paragraph with respect to the Trust or any Portfolioparagraph, the Trust or applicable Portfolio Fund shall pay Transfer Agent Custodian its compensation due for services performed hereunder and shall reimburse Transfer Agent Custodian for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s Fund's termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Custodian is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Custodian its compensation due through the end of the Initial Term then­ current term (based upon the average monthly compensation previously earned by Transfer Agent Custodian with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Custodian for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Custodian will deliver the Trust’s or such Portfolio’s records Fund's securities and cash as set forth hereinherein below. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfolio’s Fund' assets as a result of the Board’s 's determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Custodian is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination The provisions of Sections 6, 14 and 15 of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions survive termination of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionany reason.

Appears in 1 contract

Samples: Custodian Agreement (Renaissance Capital Greenwich Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof March 31, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolioa Company, the Trust or applicable Portfolio such Company shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trusta Company’s termination of this Agreement with respect to the Trust or its Portfolio(s) a Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Company (or its respective successor), the Trust or applicable Portfolio Company shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioCompany) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such Portfolioeach Company’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Company and distribution of the Trust’s or Portfoliosuch Company’s assets as a result of the Board’s members’ determination in its reasonable business judgment that continuation of the Trust or such Portfolio Company is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Company into, or the consolidation of the Trust of a Portfolio Company with, another entity, or (c) the sale by the Trust or a Portfolio Company of all, or substantially all, of its the Company’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionCompany.

Appears in 1 contract

Samples: Master Administration Agreement (Partners Group Private Equity (Master Fund), LLC)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof June 30, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner non-renewing xxxxx no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party xxxxx may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party xxxxx or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Fund or any Portfolio, the Trust Fund or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Portfolio(sPortfolio (s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust Fund or a Portfolio (or its respective successor), the Trust Fund or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust Fund or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the TrustFund’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust Fund or a Portfolio and distribution of the TrustFund’s or such Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust Fund or a Portfolio into, or the consolidation of the Trust of Fund or a Portfolio with, another entity, or (c) the sale by the Trust Fund or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or Fund such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Po1ifolio shall in no way affect the rights and duties under this Agreement with respect to the Trust Fund or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Blackstone Alternative Alpha Fund II)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial three-year term ending three (3) years from the date hereof May 31, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than sixty (60) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Franklin Templeton ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof May 31, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than sixty (60) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolioa Company, the Trust or applicable Portfolio such Company shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trusta Company’s termination of this Agreement with respect to the Trust or its Portfolio(s) such Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio such Company (or its respective successor), the Trust or applicable Portfolio such Company shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioCompany) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such PortfolioCompany’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Company and distribution of the Trust’s or Portfoliosuch Company’s assets as a result of the BoardCompany’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Company is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio such Company into, or the consolidation of the Trust of a Portfolio such Company with, another entity, or (c) the sale by the Trust or a Portfolio such Company of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other PortfolioCompany. Should the Agreement be terminated by either party for any reason and if requested by the TrustCompany, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust Company so that, to the extent feasible, the services are maintained without interruption. The Trust Company shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Franklin Templeton ETF Trust)

Effective Period and Termination. This Agreement shall become effective on the earlier of (1) the date that the Fund satisfies its minimum offering requirements as set forth in the Prospectus or (2) the date it acquires its first investment (the “Effective Date”) and shall remain in full force and effect thereafter for an initial term ending of three (3) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioAgreement, the Trust or applicable Portfolio Fund shall pay Transfer Agent Custodian its compensation Fees and Expenses then due and shall reimburse Transfer Agent for its costs, expenses and disbursementspayable. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Custodian is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Custodian its compensation due through the end of the Initial Term then-current term (based upon the average monthly fee compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioCustodian) and shall reimburse the Transfer Agent Custodian for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Custodian will deliver the TrustFund’s or such Portfolio’s records securities and cash as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or PortfolioFund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Custodian is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination The provisions of Sections 4.11, 13, 14, 21 and this Section 15 hereof shall survive termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionreason.

Appears in 1 contract

Samples: Custodian Agreement (Corporate Capital Trust II)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof [ ], 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than [ninety (90) )] days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Fund or any Portfolio, the Trust Fund or applicable Portfolio shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust Fund or a Portfolio (or its respective successor), the Trust Fund or applicable Portfolio shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent the Administrator with respect to the Trust Fund or such Portfolio) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the TrustFund’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust Fund or a Portfolio and distribution of the TrustFund’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust Fund or a Portfolio into, or the consolidation of the Trust of Fund or a Portfolio with, another entity, or (c) the sale by the Trust Fund or a Portfolio of all, or substantially all, of its the Fund’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Administration Agreement (Blackstone Real Estate Income Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof June 30, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner non-renewing xxxxx no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party xxxxx may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party xxxxx or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Fund or any Portfolio, the Trust Fund or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Portfolio(sPortfolio (s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust Fund or a Portfolio (or its respective successor), the Trust Fund or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust Fund or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the TrustFund’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust Fund or a Portfolio and distribution of the TrustFund’s or such Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust Fund or a Portfolio into, or the consolidation of the Trust of Fund or a Portfolio with, another entity, or (c) the sale by the Trust Fund or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or Fund such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust Fund or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Blackstone Alternative Alpha Master Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof December 31, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety one hundred and twenty (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 45 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioTrust, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioTrust) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Agency and Service Agreement (Coller Secondaries Private Equity Opportunities Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof June 1, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive two-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionforth

Appears in 1 contract

Samples: Administration Agreement (OWLshares Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof August 8, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Company or any PortfolioFund, the Trust Company or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustCompany’s termination of this Agreement with respect to the Trust Company or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust Company or a Portfolio Fund (or its respective successor), the Trust Company or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust Company or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the TrustCompany’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust Company or a Portfolio Fund and distribution of the TrustCompany’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Company or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust Company or a Portfolio Fund into, or the consolidation of the Trust of Company or a Portfolio Fund with, another entity, or (c) the sale by the Trust Company or a Portfolio Fund of all, or substantially all, of its the Company’s or Fund’s assets to another entity, in each case of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust Company or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust Company or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (AB Active ETFs, Inc.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof November 30, 2027 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one (1) year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioTrust, the Trust or applicable Portfolio Trustee shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustTrustee’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio Trustee shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioTrust) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the BoardTrustee’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (SPDR S&p 500 Etf Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof September 2nd, 2015 (the "Initial Term"). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a "Renewal Term") unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s 's material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days' written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due for services performed hereunder and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s 's termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current te1m (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s 's or such Portfolio’s 's records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s 's or Portfolio’s 's assets as a result of the Board’s 's determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Renaissance Capital Greenwich Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial four (4) year term ending three (3) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one (1) year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this AgreementAgreement upon 30 days written notice: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (DriveWealth ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial 3-year term ending three (3) years from the date hereof December 11, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Lattice Strategies Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof ________, 20__ (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive ___-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than sixty (60) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this AgreementAgreement without penalty: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptablemutually agreed, within 60 30 days’ written notice of such breachbreach unless the parties agree to extend such cure period, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and undisputed and shall reimburse Transfer Agent for its costsreasonable out -of-pocket expenses associated with such termination. All out-of-pocket expenses under this sub-paragraph for which the Transfer Agent seeks reimbursement must be pre-approved by the Trust in writing, expenses and disbursementssuch approval shall not be unreasonably withheld. During the Initial Term, in In the event of: (i) of the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) during the Initial Term for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term (based upon the average monthly compensation previously earned by Transfer Agent during the term with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costsreasonable out-of-pocket expenses associated with such termination (“Termination Payment”). All out-of-pocket expenses under this sub-paragraph for which the Transfer Agent seeks reimbursement must be pre-approved by the Trust in writing, expenses and disbursementssuch approval shall not be unreasonably withheld. Upon receipt of such payment and reimbursementPromptly upon the Trust’s request, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For Notwithstanding the avoidance of doubtforegoing, no payment Termination Payment will be required pursuant to clause (ii) of this paragraph be paid by the Trust or a Portfolio in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of or a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should Notwithstanding the above, in the event of the termination of the Custodian Agreement be terminated by either party for any reason or the Administration Agreement between State Street and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in Trust at any time may terminate this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties whole or in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruptionpart. The Trust shall reimburse the Transfer Agent for additional costs (may terminate this Agreement immediately without penalty on written notice to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent State Street in the transitionevent that a material breach of this Agreement, the Custodian Agreement and/or the Administration Agreement by State Street that has not been curred within thirty (30) days’ of State Street being given written notice of the material breach unless the parties agree to extend the period to remedy the breach.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Principal Exchange-Traded Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof __________, 20__ (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive _____-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than sixty (60) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this AgreementAgreement without penalty: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptablemutually agreed, within 60 30 days’ written notice of such breachbreach unless the parties agree to extend such cure period, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this the Agreement pursuant to this paragraph with respect to the Trust or any Portfolioparagraph, the Trust or applicable Portfolio Fund shall pay Transfer Agent Custodian its compensation due and undisputed and shall reimburse Transfer Agent Custodian for its costs, reasonable out-of-pocket expenses and disbursementsassociated with such termination. During All out-of-pocket expenses under this sub-paragraph for which the Initial Term, Custodian seeks reimbursement must be pre-approved by the Fund in writing; such approval shall not be unreasonably withheld. In the event of: (i) of the Trust’s Fund's termination of this Agreement with respect to during the Trust or its Portfolio(s) Initial Term for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Custodian its compensation due through the end of the Initial Term (based upon the average monthly compensation previously earned by Transfer Agent Custodian during the term with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Custodian for its costs, reasonable out-of-pocket expenses and disbursementsassociated with such termination (“Termination Payment”). Upon receipt of All out-of-pocket expenses under this sub-paragraph for which the Custodian seeks reimbursement must be pre-approved by the Custodian in writing; such payment and reimbursementapproval shall not be unreasonably withheld. Promptly upon the Fund’s request, the Transfer Agent Custodian will deliver the TrustFund’s or such Portfolio’s records securities and cash as set forth hereinhereinbelow. For Notwithstanding the avoidance of doubtforegoing, no payment Termination Payment will be required pursuant to clause (ii) of this paragraph be paid by the Fund in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfolio’s Fund’ assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity. The provisions of Sections 6, 11 and 12 of this Agreement shall survive termination of this Agreement for any reason. Notwithstanding the above, in each of (b) and (c), (X) where an affiliate the event of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where termination of the Transfer Agent is retained and Service Agreement or the Administration Agreement between State Street and the Fund, the Fund at any time may terminate this Agreement in whole or in part. The Fund may terminate this Agreement immediately without penalty on written notice to continue providing services to State Street in the Trust or such Portfolio (or its respective successor) on substantially the same terms as event that a material breach of this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing and Services Agreement and/or the services contemplated in this Administration Agreement pursuant to by State Street that has not been cured within thirty (30) days’ of State Street being given written notice of the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by material breach unless the parties in good faith, in order agree to provide for extend the orderly transition of services period to an alternative service provider designated by remedy the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionbreach.

Appears in 1 contract

Samples: Custodian Agreement (Principal Exchange-Traded Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursementsdisbursements owed under this Agreement. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement for such fair compensation as shall be agreed upon between the Fund and the Transfer Agent (the existing agreed-to compensation at the rates set forth in the then current fee schedule and time of termination shall be one indicator of what is considered fair compensation) for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition. In the event of a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, the Transfer Agent shall cooperate with the Trust to provide such information and assistance, as may be reasonably requested by the Trust, to effect any such transaction. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (AltShares Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Agency and Service Agreement (X-Square Series Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three five (35) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be shall continue in full force and effect until terminated by either party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner than ninety sixty (9060) days after the date of such delivery or mailing. During the Initial Term and thereafter, (A) either party may immediately terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Fund or any Portfolio, the Trust or applicable Portfolio Fund shall pay Transfer Agent the Administrator its compensation due and shall reimburse Transfer Agent the Administrator for its costs, expenses and disbursements. During In addition, the Fund may terminate this Agreement during the Initial TermTerm and thereafter with respect to a Portfolio if, in the Fund’s reasonable opinion, the Administrator has persistently not achieved the performance measures set forth in any service level document (a “Service Level Document”) that may be established in good faith by the parties as key identified performance measures, and a plan or revised plan has not been put into place in accordance with the following procedures: In the event of: (i) that the Trust’s termination of this Agreement with respect to Administrator has persistently not met the Trust or its Portfolio(s) for any reason other than as key identified performance measures set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event Service Level Document during any two months of any transaction calendar quarter (as such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio failure is not in the best interest of the Trust or Portfolio; (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by Service Level Document), the parties in good faithFund may, in order its discretion, submit a written deficiency notice to the Administrator outlining the performance deficiencies (“Deficiency Notice”). Such Deficiency Notice shall be provided to the Administrator within 20 days of the end of such calendar quarter. After receipt of such notice, the Administrator shall present the Fund with a written plan (the “Plan”) to address the deficiencies set forth in the Deficiency Notice. Such Plan must be provided to the Fund within 30 days after receipt of the Deficiency Notice. If the Administrator fails to submit a Plan within such 30-day period, the Fund may terminate this Agreement upon 60 days’ written notice to the Administrator. The Fund, in its discretion, may accept or reject the Plan by notifying the Administrator in writing (“Plan Notice”) within 15 days after receipt of the Plan. If the Fund fails to provide for a Plan Notice within such 15-day period, it shall be presumed that the orderly transition of services to an alternative service provider designated by Fund accepted the Trust so that, to Plan. In the extent feasibleevent the Fund submits a Plan Notice rejecting the Plan, the services are maintained without interruption. The Trust Administrator shall reimburse the Transfer Agent for additional costs submit a revised plan (to be mutually agreed upon by the parties“Revised Plan”) which are reasonably incurred by the Transfer Agent in the transitionwithin 30 days after provision of such

Appears in 1 contract

Samples: Administration Agreement (Dimensional Emerging Markets Value Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof October 17, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust Fund or any Portfolio, the Trust Fund or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust Fund or a Portfolio (or its respective successor), the Trust Fund or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust Fund or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the TrustFund’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust Fund or a Portfolio and distribution of the TrustFund’s or such Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust Fund or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust Fund or a Portfolio into, or the consolidation of the Trust of Fund or a Portfolio with, another entity, or (c) the sale by the Trust Fund or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or Fund such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust Fund or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (HIMCO Variable Insurance Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof July 20, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Agency and Services Agreement (Syntax Etf Trust)

Effective Period and Termination. This Agreement shall become effective on the date that the Fund satisfies its minimum offering requirement as forth in the Prospectus (the “Effective Date”) and shall remain in full force and effect thereafter for an initial term ending of three (3) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioAgreement, the Trust or applicable Portfolio Fund shall pay Transfer Agent Custodian its compensation Fees and Expenses then due and shall reimburse Transfer Agent for its costs, expenses and disbursementspayable. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Custodian is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Custodian its compensation due through the end of the Initial Term then-current term (based upon the average monthly fee compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioCustodian) and shall reimburse the Transfer Agent Custodian for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Custodian will deliver the TrustFund’s or such Portfolio’s records securities and cash as set forth hereinhereinbelow. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or PortfolioFund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Custodian is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination The provisions of Sections 4.11, 13, 14, 21 and this Section 15 hereof shall survive termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionreason.

Appears in 1 contract

Samples: Custodian Agreement (Corporate Capital Trust, Inc.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof ·, 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive two-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than sixty (60) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptableacceptable to the non-breaching party, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolioparagraph, the Trust or applicable Portfolio Fund shall pay Transfer Agent the Administrator its compensation due and shall reimburse Transfer Agent the Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioAdministrator) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or PortfolioFund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Form of Administration Agreement (Ares Dynamic Credit Allocation Fund, Inc.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof (the "Initial Term"). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a "Renewal Term") unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s 's material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days' written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s 's termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s 's or such Portfolio’s 's records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s 's or Portfolio’s 's assets as a result of the Board’s 's determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Davis Fundamental ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof November 21, 2018 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as consisting of (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entityentity or series, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entityentity or series, and, in the case of a transaction referred to in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (Smead Funds Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years one year from the date hereof hereto (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than one-hundred and twenty (120) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this AgreementAgreement upon written notice: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its reasonable costs, expenses expenses, and disbursementsdisbursements associated with the transfer of any records maintained by the Transfer Agent. During the Initial Term, in In the event of: (i) the Trust’s voluntary termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in prior to expiration of the immediately preceding paragraph Initial Term or a Renewal Term, or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its reasonable costs, expenses and disbursementsdisbursements associated with the transfer of any records maintained by the Transfer Agent. Upon receipt of such payment and reimbursementpayment, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (2023 ETF Series Trust II)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof March 13, 2021 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. The term of this Agreement shall include, and this Agreement shall remain in full force and effect throughout, the Transition Period. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the . The Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to in the Transfer Agent that it intends to engage an affiliate of event the Trust’s investment adviser to perform the services contemplated by this AgreementTrust is liquidated. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioTrust, the Trust or applicable Portfolio shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursementsdisbursements incurred up to and including the termination effective date. During the Initial Term, in In the event of: (i) of the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent Administrator the present value (as calculated at the then-prevailing risk-free rate) of its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioTrust) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt disbursements up to and including the end of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth hereinTransition Period. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its the Trust’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination In connection with the termination of this Agreement, the Administrator shall provide at the same costs as contemplated by this Agreement (or if not contemplated by this Agreement at an agreed-upon hourly or other rate in line with respect market standard) such transition services as the Trust may reasonably request, including providing assistance and cooperation to any one particular Portfolio the successor administrator in connection with the transition of services, and shall continue to provide administrative services hereunder for a period of up to 180 days (such period, the “Transition Period”) at the request of the Trust, with fees for each such day of administrative services to be assessed at the rates most recently in no way affect the rights and duties effect under this Agreement prior to termination, pro-rated as necessary by day; provided, however, that any arrangements not consistent with respect general industry practice, and any expenses associated therewith, shall be subject to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon discussion by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Administration and Accounting Agreement (OFI Carlyle Private Credit Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof November 4, 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolioparagraph, the Trust or applicable Portfolio Fund shall pay Transfer Agent the Administrator its compensation due and shall reimburse Transfer Agent the Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio any Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or PortfolioFund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Administration Agreement (PGIM Private Credit Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof July 20, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionInformation Classification: Limited Access

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Syntax Etf Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof __, 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction; in addition, or (B) after the Trust Initial Term, either party may terminate this Agreement by providing not less than sixty upon giving ninety (6090) days’ prior written notice to or such shorter period as is mutually agreed upon by the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreementparties. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent its compensation due through the end of the Initial Term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph after the Initial Term or in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Babson Capital Funds Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof December 21, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (PFM Multi-Manager Series Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof ________, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid no later than one-hundred and twenty (120) days prior to the other partyexpiration of the Initial Term or any Renewal Term, such termination to take effect not sooner than ninety (90) days after as the date of such delivery or mailingcase may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Portfolio, the Trust or applicable Portfolio shall pay Transfer Agent its compensation due and shall reimburse Transfer Agent for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Portfolio (or its respective successor), the Trust or applicable Portfolio shall pay the Transfer Agent its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such Portfolio) and shall reimburse the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent will deliver the Trust’s or such Portfolio’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio and distribution of the Trust’s or Portfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or (c) the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent is retained to continue providing services to the Trust or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Form of Transfer Agency and Service Agreement (Neuberger Berman ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof ________, 2018 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive 1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is given in accordance herewith by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioAgreement, the Trust or applicable Portfolio Administrator shall pay Transfer Agent Sub-Administrator its compensation due and shall reimburse Transfer Agent Sub-Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the TrustAdministrator’s termination of this Agreement with respect to the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Sub-Administrator is not retained to continue providing services the Services hereunder to the Trust or a Portfolio Company (or its respective successor), the Trust or applicable Portfolio Administrator shall pay the Transfer Agent Sub-Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such PortfolioSub-Administrator) and shall reimburse the Transfer Agent Sub-Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Sub-Administrator will deliver the Trust’s or such PortfolioCompany’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Company and distribution of the Trust’s or PortfolioCompany’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Company is not in the best interest of the Trust or Portfolio; no longer viable, (b) a merger of the Trust or a Portfolio Company into, or the consolidation of the Trust of a Portfolio Company with, another entity, or (c) the sale by the Trust or a Portfolio Company of all, or substantially all, of its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Sub-Administrator is retained to continue providing services the Services to the Trust or such Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition.

Appears in 1 contract

Samples: Sub Administration Agreement (Corporate Capital Trust II)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the date hereof April 1, 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement may be terminated shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by either the non-renewing party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner no later than ninety (90) days after prior to the date expiration of such delivery the Initial Term or mailingany Renewal Term, as the case may be. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any PortfolioFund, the Trust or applicable Portfolio Fund shall pay Transfer Agent Administrator its compensation due and shall reimburse Transfer Agent Administrator for its costs, expenses and disbursements. During the Initial Term, in In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Transfer Agent Administrator is not retained to continue providing services hereunder to the Trust or a Portfolio Fund (or its respective successor), the Trust or applicable Portfolio Fund shall pay the Transfer Agent Administrator its compensation due through the end of the Initial Term then-current term (based upon the average monthly compensation previously earned by Transfer Agent Administrator with respect to the Trust or such PortfolioFund) and shall reimburse the Transfer Agent Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Transfer Agent Administrator will deliver the Trust’s or such PortfolioFund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Portfolio Fund and distribution of the Trust’s or Portfoliosuch Fund’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Portfolio Fund is not in the best interest of the Trust or Portfolio; no longer viable (b) a merger of the Trust or a Portfolio Fund into, or the consolidation of the Trust of or a Portfolio Fund with, another entity, or (c) the sale by the Trust or a Portfolio Fund of all, or substantially all, of its the Trust’s or Fund’s assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Transfer Agent Administrator is retained to continue providing services to the Trust or such Portfolio Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Portfolio Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transitionFund.

Appears in 1 contract

Samples: Administration Agreement (AllianceBernstein Multi-Manager Alternative Fund)

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