Common use of Changes in MANAGER's Status Clause in Contracts

Changes in MANAGER's Status. In the event of any actual or proposed material change .in MANAGER's status or event affecting MANAGER, including, without limitation, (a) change in or departure of directors, officers, partners, employees or Affiliates who exercise investment discretion over SERS' account, (b) material modification of corporate or partnership structure, (c) change in actual control or management of MANAGER, (d) material change in SEC requirements or other government or private registration, accreditation or licensing requirements affecting MANAGER, (e) alleged material violations by MANAGER. or any of its partners, directors, officers, or employees, of the Investment Advisers Act of 1940, as amended, the federal securities laws, comparable state law, or the law of any applicable foreign jurisdiction, (f) material deterioration in:MANAGER's financial condition, including -\ but not limited to the filing of a petition in bankruptcy, (g) MANAGER's awareness that its representations and warranties herein cease to be true, and (h) litigation or regulatory proceedings, of which the MANAGER has knowledge, establishing negligence, fraud or breach of fiduciary duty by MANAGER or its partners, directors, officers, or employees, MANAGER shall notify SERS promptly in writing; provided, however, that in no event shall MANAGER be required under this Agreement to disclose any material nonpublic information.

Changes in MANAGER's Status. In the event of any actual or proposed material change .in in MANAGER's status or event affecting MANAGER, including, without limitation, (a) change in or departure of directors, officers, partners, employees or Affiliates who exercise investment discretion over SERS' account, (b) material modification of corporate or partnership structure, (c) change in actual control or management of MANAGER, (d) material change in SEC requirements or other government or private registration, accreditation or licensing requirements affecting MANAGER, (e) alleged material violations by MANAGER. , any Affiliate, or any of its their respective partners, directors, officers, or employees, of the Investment Advisers Act of 1940, as amended, the federal securities laws, comparable state law, or the law of any applicable foreign jurisdiction, (f) material deterioration in:in MANAGER's financial condition, including -\ but not limited to the filing of a a-petition in bankruptcy, (g) MANAGER's awareness that its representations and warranties herein cease to be true, and (h) litigation or regulatory proceedings, of which the MANAGER has knowledge, establishing alleging negligence, fraud or breach of fiduciary duty by MANAGER MANAGER, any Affiliate, or its any of their respective partners, directors, officers, or employees, ; MANAGER shall immediately notify SERS promptly in writing; provided, however, that in no event shall MANAGER be required under this Agreement to disclose any material nonpublic information.

Changes in MANAGER's Status. In the event of any actual or proposed material change .in in MANAGER's status or event affecting MANAGER, including, without limitation, (a) change in or departure of directors, officers, partners, employees or Affiliates who exercise investment discretion over SERS' account, (b) material modification of corporate or partnership structure, (c) change in actual control or management of MANAGER, (d) material change in SEC requirements or other government or private registration, accreditation or licensing requirements affecting MANAGER, (e) alleged material violations by MANAGER. , any Affiliate, or any of its their respective partners, directors, officers, or employees, of the Investment Advisers Act of 1940, as amended, the federal securities laws, comparable state law, or the law of any applicable foreign jurisdiction, (f) material deterioration in:in MANAGER's financial fmancial condition, including -\ but not limited to the filing of a petition in bankruptcy, (g) MANAGER's awareness that its representations and warranties herein cease to be true, and (h) litigation or regulatory proceedings, of which the MANAGER has knowledge, establishing alleging negligence, fraud or breach of fiduciary duty by MANAGER MANAGER, any Affiliate, or its any of their respective partners, directors, officers, or employees, MANAGER shall immediately notify SERS promptly in writing; provided, however, that in no event shall MANAGER be required under this Agreement to disclose any material nonpublic information.

Changes in MANAGER's Status. In the event of any actual or proposed material change .in in MANAGER's status or event affecting MANAGER, including, without limitation, (a) change in or departure of directors, officers, partners, employees or Affiliates who exercise investment discretion over SERS' account, (b) material modification of corporate or partnership structure, (c) change in actual control or management of MANAGER, (d) material change in SEC requirements or other government or private registration, accreditation or licensing requirements affecting MANAGER, (e) alleged material violations by MANAGER. , any Affiliate, or any of its their respective partners, directors, officers, or employees, of the Investment Advisers Act of 1940, as amended, the federal securities laws, comparable state law, or the law of any applicable foreign jurisdiction, (f) material deterioration in:in MANAGER's financial condition, including -\ but not limited to the filing of a petition in bankruptcy, (g) MANAGER's awareness that its representations and warranties herein cease to be true, and (h) litigation or regulatory proceedings, of which the MANAGER has knowledge, establishing alleging negligence, fraud or breach of fiduciary duty by MANAGER MANAGER, any Affiliate, or its any of their respective partners, directors, officers, or employees, MANAGER shall immediately notify SERS promptly in writing; provided, however, that in no event shall MANAGER be required under this Agreement to disclose any material nonpublic information.

Changes in MANAGER's Status. In the event of any actual or proposed material change .in in MANAGER's status or event affecting MANAGER, including, without limitation, (a) change in or departure of directors, officers, partners, employees or Affiliates who exercise investment discretion over SERS' account, (b) material modification of corporate or partnership structure, (c) change in actual control or management of MANAGER, (d) material change in SEC requirements or other government or private registration, accreditation or licensing requirements affecting MANAGER, (e) alleged material violations by MANAGER. , any Affiliate, or any of its their respective partners, directors, officers, or employees, of the Investment Advisers Act of 1940, as amended, the federal securities laws, comparable state law, or the law of any applicable foreign jurisdiction, (ft) material deterioration in:in MANAGER's financial condition, including -\ but not limited to the filing of a petition in bankruptcy, (g) MANAGER's awareness that its representations and warranties herein cease to be true, and (h) litigation or regulatory proceedings, of which the MANAGER has knowledge, establishing alleging negligence, fraud or breach of fiduciary duty by MANAGER MANAGER, any Affiliate, or its any. of their respective partners, directors, officers, or employees, MANAGER shall immediately notify SERS promptly in writing; provided, however, that in no event shall MANAGER be required under this Agreement to disclose any material nonpublic information.