Common use of Compliance Responsibilities Clause in Contracts

Compliance Responsibilities. (a) At all times, Organization shall comply with all applicable laws, rules and regulations in performing the Services. Organization shall at all times comply with the terms of the prospectus and statement of additional information (collectively, the "Prospectus") for the Funds, including, but not limited to, the disclosure related to "Purchasing, Selling and Exchanging Fund Shares", the terms of any sales charges, redemption fees or limitation on exchanges and other short-term trading limitations (i.e., frequent purchases and sales activity by the same beneficial owner). (b) Organization acknowledges and agrees that neither Fund Company nor any Fund is responsible for Organization's compliance with any applicable law, rule or regulation governing performance of the Services. (c) Organization acknowledges that Fund Company has full authority to take such action as they may deem advisable in respect of all matters pertaining to the continuous offering of shares of any Fund. Fund Company reserves the right in its sole discretion to suspend sales or withdraw the offering of shares of any Fund after reasonable notice to Organization that such shares will no longer be available to the public, provided, however, that in the event that Fund Company or Fund is required by law or regulation to suspend sales or withdraw the offering, or if Fund Company believes that such suspension or withdrawal is appropriate from a portfolio management perspective, Fund Company may immediately suspend sales or withdraw the offering for any Fund and will use its reasonable best efforts to notify Organization as soon as practicable of such decision.

Compliance Responsibilities. (a) At all times, Organization shall comply with all applicable laws, rules and regulations in performing the Services. Organization shall at all times comply with the terms of this Agreement, the prospectus and statement of additional information (collectively, the "“Prospectus"”) for the Funds, including, but not limited to, the disclosure related to "Purchasing, Selling and Exchanging Fund Shares", the terms of any sales charges, redemption fees or limitation on exchanges and other short-term trading limitations (i.e., frequent purchases and sales activity by the same beneficial owner). (b) Organization acknowledges and agrees that neither Fund Company nor any Fund is responsible for Organization's ’s compliance with any applicable law, rule or regulation governing performance of the Services. (c) Organization acknowledges that Fund Company has full authority to take such action as they may deem advisable in respect of all matters pertaining to the continuous offering of shares of any Fund. Fund Company reserves the right in its sole discretion to suspend sales or withdraw the offering of shares of any Fund after reasonable notice to Organization that such shares will no longer be available to the public, provided, however, that in the event that Fund Company or Fund is required by law or regulation to suspend sales or withdraw the offering, or if Fund Company believes that such suspension or withdrawal is appropriate from a portfolio management perspective, Fund Company may immediately suspend sales or withdraw the offering for any Fund and will use its reasonable best efforts to notify Organization as soon as practicable of such decision.