Common use of Compliance and Notification Clause in Contracts

Compliance and Notification. The Sub-Adviser shall, at its expense, (i) comply with all federal and state securities and other laws as necessary to perform the Services, and shall provide the Adviser with written assurances of such compliance upon request, (ii) maintain on a current basis all required filings under applicable federal and state laws, and (iii) adhere to industry-standard written information security plans and measures. The Sub-Adviser shall promptly notify the Adviser of (x) any material changes in its personnel, financial condition, ownership or operations, or (y) any investigations of, or actions taken against the Sub-Adviser or any of its employees by any state or federal regulatory agency or law enforcement, which is likely to impair or adversely affect the Sub-Adviser’s ability to fulfill its commitment under this Agreement. The Sub-Adviser shall notify the Adviser in the event that there is any change of control or ownership of the Sub-Adviser that would constitute an assignment of an investment advisory contract for purposes of Section 15(a) of the Investment Company Act, in each such case prior to such change if the Sub-Adviser is aware of such change, but in any event, not later than promptly after such change.