Assignment of Investment Advisory Contract Sample Clauses

Assignment of Investment Advisory Contract. Without the consent of a Majority of the Nonaffiliated Members, the Company may not enter into any transaction, with respect to this Agreement or any investment advisory contract between the Company and the Investment Manager, that would constitute an “assignment” as such term is defined under the Advisers Act.
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Assignment of Investment Advisory Contract. For purposes of Section 205(a)(2) of the Advisers Act, the consent of a Majority-in-Interest shall constitute the consent of the Partnership and the Limited Partners to any transaction that is or could be deemed to be an "assignment" (as defined in Section 202(a)(1) of the Advisers Act and interpreted in Rule 202(a)(1)-1 promulgated thereunder) of an investment advisory contract between the Investment Manager or any of its Affiliates, on the one hand, and the Partnership, on the other hand.‌
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Assignment of Investment Advisory Contract. In its discretion, the General Partner may enter into any transaction with respect to (a) any investment advisory contract between the Partnership and the Investment Manager; or (b) the General Partner’s interest in the Partnership (each, a “GP Transaction”); provided that the General Partner may only enter into a GP Transaction that would constitute an “assignment” as such term is defined under the Advisers Act with the consent of a Majority-in-Interest of the then-Limited Partners; provided further, that any action taken pursuant to this Section 8.5 shall not cause the balance sheets of the Partnership and the Company to be consolidated for financial statement purposes.
Sample 1
Assignment of Investment Advisory Contract. In its discretion, the General Partner may enter into any transaction with respect to (a) any investment advisory contract between the Partnership and the Investment Manager; or (b) the General Partner’s interest in the Partnership (each, a “GP Transaction”); provided that the General Partner may only enter into a GP Transaction that would constitute an “assignment” as such term is defined ACTIVE 277660570v.12 under the Advisers Act with the consent of a Majority-in-Interest of the then-Limited Partners; provided further, that any action taken pursuant to this Section 8.5 shall not cause the balance sheets of the Partnership and the Company to be consolidated for financial statement purposes.
Sample 1
Assignment of Investment Advisory Contract. Without the consent of a Majority-in-Interest of the Nonaffiliated Limited Partners, the General Partner may not enter into any transaction, with respect to this Agreement or any investment advisory contract between the Partnership and the Investment Manager, that would constitute an "assignment" as such term is defined under the Advisers Act. ARTICLE V Capital Accounts of Partners and Operation Thereof
Sample 1
Assignment of Investment Advisory Contract. Without the LP Investor Majority Consent, the General Partner may not enter into any transaction, with respect to this Agreement or any investment advisory contract between the Partnership and the Management Company, that would constitute an "assignment" as such term is defined under the Advisers Act. "LP Investor Majority Consent" means the consent of the Indirect Investors who are not Affiliates of the Management Company and whose indirect limited partnership interests in the Partnership represent more than 50% of the Partnership Percentages (as defined in Section 3.04) of the Limited Partners as of the date of determination.
Sample 1
Assignment of Investment Advisory Contract. The General Partner may only enter into a transaction that would constitute an “assignment” as such term is defined under the Advisers Act with the consent of a Majority-in-Interest of the Non-Affiliated Limited Partners.
Sample 1
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Assignment of Investment Advisory Contract. For purposes of Section 205(a)(2) of the Investment Advisers Act, the approval of the Initial Limited Partners shall constitute the Consent of the Partnership and the Limited Partners to any transaction that is or could be deemed to be an “assignment” (as defined in Section 202(a)(1) of the Investment Advisers Act and interpreted in Rule 202(a)(1)-1 promulgated thereunder) of an investment advisory contract between the Management Company or any of its Affiliates, on the one hand, and the Partnership, on the other hand. ARTICLE EIGHT TRANSFERABILITY OF A LIMITED PARTNER’S PARTNERSHIP INTERESTS, REMOVAL OF LIMITED PARTNERS
Sample 1

Related to Assignment of Investment Advisory Contract

  • Investment Advisory Agreement (A) The terms of the Investment Advisory Agreement, including compensation terms, comply in all material respects with all applicable provisions of the 1940 Act and the Advisers Act and (B) the approvals by the board of directors and the stockholders of the Company of the Investment Advisory Agreement have been made in accordance with the requirements of Section 15 of the 1940 Act applicable to companies that have elected to be regulated as business development companies under the 1940 Act.

  • Appointment of Investment Adviser The Trust hereby appoints the Adviser to manage the investment and reinvestment of assets of the Fund and to administer its affairs, subject to the supervision of the Board of Trustees of the Trust for the period and on the terms set forth herein. The Adviser hereby accepts such appointment and agrees during such period, at its own expense, to render the services and to assume the obligations herein set forth, for the compensation herein provided. The Adviser shall not be liable to the Trust for any act or omission by the Adviser or for any losses sustained by the Trust or its shareholders except in the case of willful misfeasance, bad faith, gross negligence or reckless disregard of duty. The federal and state securities laws and other laws may impose liability under certain circumstances on persons who act in good faith, and therefore, nothing in this Agreement will waive or limit any rights the client may have under such laws.

  • PROVISION OF INVESTMENT SUB-ADVISORY SERVICES Within the framework of the fundamental policies, investment objectives, and investment restrictions of the Fund, and subject to the supervision and review of the Advisor and the Board of Trustees, the Sub-Advisor shall have the sole and exclusive responsibility for the making of all investment decisions for the Portfolio, including purchase, retention and disposition of securities, in accordance with the Fund’s investment objectives, policies and restrictions as stated in the Prospectus. As of the date of this Agreement approximately 20% of the Fund’s investable assets will be allocated to the Portfolio, and on each business day during the term of this Agreement the same percentage of the net cash derived from purchases, or required for redemptions, of Fund shares will normally be added to or withdrawn from the Portfolio; provided, however, that the Advisor has the right at any time to reallocate the portion of the Fund’s assets allocated to the Portfolio pursuant to this Agreement if the Advisor deems such reallocation appropriate. For the purpose of complying with Rule 10f-3(a)(6)(ii), Rule 12d3-1(c)(3)(ii) and Rule 17a-10(a)(2) under the 1940 Act, the Sub-Advisor hereby agrees that: (i) with respect to transactions in securities or other assets for the Fund, it will not consult with any other sub-advisor to the Fund, or with any sub-advisor that is principal underwriter for the Fund or an affiliated person of such principal underwriter; (ii) with respect to transactions in securities or other assets for the Fund, it will not consult with any sub-advisor to a separate series of the Trust for which the Advisor serves as investment advisor, or with any sub-advisor the Fund that is a principal underwriter to the Fund or an affiliated person of such principal underwriter; and (iii) its responsibility in providing investment advisory services to the Fund shall be limited solely to that portion of the Fund’s portfolio designated by the Advisor. The Sub-Advisor will, at its own expense:

  • Investment Advisor The Buyer is an investment advisor registered under the Investment Advisors Act of 1940.

  • INVESTMENT MANAGEMENT AGREEMENT Separate written agreements entered into (i) by the Manager and the Master Fund and (ii) by the Manager and the Company, pursuant to which the Manager provides investment management services to the Master Fund.

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