Common use of Ongoing Representations and Warranties Clause in Contracts

Ongoing Representations and Warranties. If, at any time during the term of this Agreement, it discovers any fact or omission, or any event or change of circumstances has occurred, which would make any of its representations and warranties in this Agreement inaccurate or incomplete in any material respect, the Sub-Adviser will provide as reasonably promptly as possible written notification to the Adviser of such fact, omission, event, or change of circumstance, and the facts related thereto. The Sub-Adviser agrees that it will provide notice as reasonably promptly as possible to the Adviser in the event that: (i) the Sub-Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material event occurs with respect to the Sub-Adviser’s investment advisory business or that could reasonably be expected to adversely impact the Sub-Adviser’s ability to perform this Agreement.

Ongoing Representations and Warranties. If, at any time during the term of this Agreement, it discovers any fact or omission, or any event or change of circumstances has occurred, which would make any of its representations and warranties in this Agreement inaccurate or incomplete in any material respect, the Sub-Adviser will provide as reasonably promptly as possible prompt written notification to the Adviser of such fact, omission, event, or change of circumstance, and the facts related thereto. The To the extent permitted by applicable law and confidentiality requirements, the Sub-Adviser agrees that it will provide prompt notice as reasonably promptly as possible to the Adviser in the event that: (i) the Sub-Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material adverse event occurs with respect to the Sub-Adviser’s investment advisory business or that could reasonably be expected to adversely impact the Sub-Adviser’s ability to perform this Agreement.

Ongoing Representations and Warranties. If, at any time during the term of this Agreement, it the Sub-Adviser discovers any fact or omission, or any event or change of circumstances has occurred, which would make any of its representations and warranties in this Agreement inaccurate or incomplete in any material respect, the Sub-Adviser will provide as reasonably promptly as possible prompt written notification to the Adviser of such fact, omission, event, or change of circumstance, and the facts related thereto. The Sub-Adviser agrees that it will provide prompt notice as reasonably promptly as possible to the Adviser in the event that: (i) the Sub-Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material event Exhibit d.23 occurs with respect to the Sub-Adviser’s investment advisory business or that could reasonably be expected to adversely impact the Sub-Adviser’s ability to perform its duties under this Agreement.

Ongoing Representations and Warranties. If, at any time during the term of this Agreement, it discovers any fact or omission, or any event or change of circumstances has occurred, which would make any of its representations and warranties in this Agreement Section 12 inaccurate or incomplete in any material respect, the Sub-Adviser will will, to the extent not prohibited by applicable law, regulation, legal or regulatory process, provide as reasonably promptly as possible prompt written notification to the Adviser of such fact, omission, event, or change of circumstance, and a summary of the facts related thereto. The Sub-Adviser agrees that it will provide prompt notice as reasonably promptly as possible to the Adviser in the event that: (i) the Sub-Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material event occurs with respect to the Sub-Adviser’s investment advisory business or that could reasonably be expected to adversely impact the Sub-Adviser’s ability to perform its duties under this Agreement.

Ongoing Representations and Warranties. If, at any time during the term of this Agreement, it discovers any fact or omission, or any event or change of circumstances has occurred, which would make any of its representations and warranties in this Agreement inaccurate or incomplete in any material respect, the Sub-Adviser will provide as reasonably promptly as possible prompt written notification to the Adviser of such fact, omission, event, or change of circumstance, and the facts related thereto. The Sub-Adviser agrees that it will provide reasonably prompt notice as reasonably promptly as possible to the Adviser in the event that: (i) the Sub-Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material adverse event occurs with respect to the Sub-Adviser’s investment advisory business or that could reasonably be expected to adversely impact materially impair the Sub-Adviser’s ability to perform discharge its obligations under this Agreement.

Ongoing Representations and Warranties. If, at any time during the term of this Agreement, it discovers any fact or omission, or any event omission or change of circumstances has occurred, which would make any of its representations and warranties in this Agreement Section 12 inaccurate or incomplete in any material respect, the Sub-Adviser will will, to the extent not prohibited by applicable law, provide as reasonably promptly as possible prompt written notification to the Adviser of such fact, omission, event, or change of circumstance, and a summary of the facts related thereto. The Sub-Adviser agrees that it will provide prompt notice as reasonably promptly as possible to the Adviser in the event that: (i) the Sub-Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material event occurs with respect to the Sub-Adviser’s investment advisory business or that could reasonably be expected to adversely impact have an adverse effect on the Sub-Adviser’s ability to perform its duties under this Agreement.

Ongoing Representations and Warranties. If, at any time during the term of this Agreement, it discovers any fact or omission, or any event or change of circumstances has occurred, which would make any of its representations and warranties in this Agreement inaccurate or incomplete in any material respect, the Sub-Adviser will provide as reasonably promptly as possible prompt written notification to the Adviser of such fact, omission, event, or change of circumstance, and the facts related thereto. The Sub-Adviser agrees that it will provide prompt notice as reasonably promptly as possible to the Adviser in the event that: (i) the Sub-Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material an event occurs with respect to the Sub-Adviser’s investment advisory business which might reasonably be expected to result in a material adverse effect on the Fund or that could reasonably be expected to adversely impact the Sub-Adviser’s ability to perform this Agreement.