Common use of Certain Covenants of the Subadviser Clause in Contracts

Certain Covenants of the Subadviser. The Subadviser will promptly notify the Trust and Investment Adviser in writing of the occurrence of any event which could have a material impact on the performance of its obligations pursuant to this Agreement, including without limitation: (i) the occurrence of any event which could disqualify the Subadviser from serving as an investment adviser of a registered investment company pursuant to the 1940 Act and the rules and regulations thereunder and the Advisers Act and the rules and regulations thereunder; (ii) any change in the Subadviser's overall business activities that may have a material adverse affect on the Subadviser's ability to perform under its obligations under this Agreement; (iii) any event that would constitute a change in control of the Subadviser or an assignment by the Subadviser of this Agreement; (iv) any change in the portfolio manager of the Fund; and (v) except to the extent prohibited by applicable law or order, the existence of any pending or threatened audit, investigation, complaint, examination or other inquiry relating to the Fund conducted by any state or federal governmental regulatory authority.

Certain Covenants of the Subadviser. The Subadviser will promptly notify the Trust and Investment Adviser in writing of the occurrence of any event which could have a material impact on the performance of its obligations pursuant to this Agreement, including without limitation: (i) the occurrence of any event which could disqualify the Subadviser from serving as an investment adviser of a registered investment company pursuant to the 1940 Act and the rules and regulations thereunder and the Advisers Act and the rules and regulations thereunder; (ii) any change in the Subadviser's overall business activities that may have a material adverse affect on the Subadviser's ability to perform under its obligations under this Agreement; (iii) any event that would constitute a change in control of the Subadviser or an assignment by the Subadviser of this Agreement; (iv) any change in the portfolio manager of the FundPortfolio; and (v) except to the extent prohibited by applicable law or order, the existence of any pending or threatened audit, investigation, complaint, examination or other inquiry relating to the Fund Portfolio conducted by any state or federal governmental regulatory authority.

Certain Covenants of the Subadviser. The Subadviser will promptly notify the Trust and Investment Adviser in writing of the occurrence of any event which could have a material impact on the performance of its obligations pursuant to this Agreement, including without limitation: (i) the occurrence of any event which could disqualify the Subadviser from serving as an investment adviser of a registered investment company pursuant to the 1940 Act and the rules and regulations thereunder and the Advisers Act and the rules and regulations thereunder; (ii) any change in the Subadviser's ’s overall business activities that may have a material adverse affect on the Subadviser's ’s ability to perform under its obligations under this Agreement; (iii) any event that would constitute a change in control of the Subadviser or an assignment by the Subadviser of this Agreement; (iv) any change in the portfolio manager of the FundPortfolio; and (v) except to the extent prohibited by applicable law or order, the existence of any pending or threatened audit, investigation, complaint, examination or other inquiry relating to the Fund Portfolio conducted by any state or federal governmental regulatory authority.

Certain Covenants of the Subadviser. The Subadviser will promptly notify the Trust and Investment Adviser in writing of the occurrence of any event which could have a material impact on the performance of its obligations pursuant to this Agreement, including without limitation: (i) the occurrence of any event which could disqualify the Subadviser from serving as an investment adviser of a registered investment company pursuant to the 1940 Act and the rules and regulations thereunder and the Advisers Act and the rules and regulations thereunder; (ii) any change in the Subadviser's ’s overall business activities that may have a material adverse affect on the Subadviser's ’s ability to perform under its obligations under this Agreement; (iii) any event that would constitute a change in control of the Subadviser or an assignment by the Subadviser of this Agreement; (iv) any change in the portfolio manager of the Fund; and (v) except to the extent prohibited by applicable law or order, the existence of any pending or threatened audit, investigation, complaint, examination or other inquiry relating to the Fund conducted by any state or federal governmental regulatory authority.