Duration, Termination and Amendment. (a) This Agreement shall be effective on the date set forth above, and unless terminated as provided herein, shall continue for two years from its effective date, and thereafter from year to year, provided such continuance is approved annually (i) by vote of a majority of the Trustees or by the vote of a majority of the outstanding voting securities of the Fund and (ii) by the vote of a majority of those Trustees who are not parties to this Agreement or interested persons of any such party cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated at any time, without the payment of any penalty, as to each Fund (i) by vote of a majority of those Trustees who are not parties to this Agreement or interested persons of any such party or (ii) by vote of a majority of the outstanding voting securities of the Fund, or by the Distributor, on at least sixty (60) days prior written notice. This Agreement shall automatically terminate without the payment of any penalty in the event of its assignment. As used in this paragraph, the terms “vote of a majority of the outstanding voting securities,” “assignment,” “affiliated person” and “interested person” shall have the respective meanings specified in the 1940 Act.
(b) No provision of this Agreement may be changed, waived, discharged or terminated except by an instrument in writing signed by both parties.
Duration, Termination and Amendment. (a) This Agreement shall become effective separately with respect to each Fund on the latest of (i) the date set forth above, (ii) the date on which a majority of the Trustees approves the agreement, (iii) the date on which the Fund commences operations, and (iv) the date on which the Distributor commences acting as the principal underwriter of the Fund as described herein, and unless terminated as provided herein, shall continue for two years from its effective date, and thereafter from year to year, provided such continuance is approved annually (i) by vote of a majority of the Trustees or by the vote of a majority of the outstanding voting securities of the Fund and (ii) by the vote of a majority of those Trustees who are not parties to this Agreement or interested persons of any such party cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated at any time, without the payment of any penalty, as to one or more Funds (i) by vote of a majority of those Trustees who are not parties to this Agreement or interested persons of any such party or (ii) by vote of a majority of the outstanding voting securities of the Fund, or by the Distributor, on at least sixty (60) days’ prior written notice. This Agreement shall automatically terminate without the payment of any penalty in the event of its assignment. As used in this paragraph, the terms “vote of a majority of the outstanding voting securities,” “assignment,” “affiliated person” and “interested person” shall have the respective meanings specified in the 1940 Act.
(b) No provision of this Agreement may be changed, waived, discharged or terminated except by an instrument in writing signed by both parties.
Duration, Termination and Amendment. 8.1 This Agreement shall come into force on the date the Software is despatched by the Authority to the Licensee and unless terminated by the virtue of any other provision hereof shall remain in full force perpetually.
8.2 The Authority shall be entitled to propose an amendment to, or terminate, this Agreement and the Licence by giving to the Licensee not less than 3 months written notice to that effect. Should the Authority propose such an amendment, a Notice of Amendment will be given. Any such amendment would not be unreasonable, and the Licensee should not unreasonably withhold consent to such an amendment. Should the Licensee not accept the Authority’s proposed amendment to this agreement, the Authority may terminate this agreement not less than 3 months after the amendment was originally proposed.
8.3 Save as expressly provided herein, no amendment or variation of this Agreement shall be effective unless made in writing and signed by a duly authorised representative of each of the parties hereto.
8.4 Termination of this Agreement shall not affect any right of action or remedy which may have accrued or may accrue to the parties.
8.5 On termination of the Agreement the Licensee shall (subject to Clause 8.6), within one month of the date of termination, return the Software in its possession and control, together with all supporting documentation, to the Authority, and shall certify in writing that all other documentation, records and information, in all forms which relate to the Software and which are in its possession or control, has been destroyed.
8.6 If, when this Agreement is terminated the Licensee has any undischarged contractual obligation pursuant to use of the Software the Licensee shall, notwithstanding Clause 8.5, have the right to use the Software for the sole purpose of fulfilling such obligation and may retain such copies of the Software and supporting documentation as are necessary for that purpose.
Duration, Termination and Amendment. (a) This Agreement shall be effective on the date set forth above, and unless terminated as provided herein, shall continue for two years from its effective date, and thereafter from year to year, provided such continuance is approved annually by the Sponsor. This Agreement may be terminated at any time, without the payment of any penalty, as to each individual Fund by the Sponsor or by the Distributor, on at least sixty (60) days’ prior written notice.
(b) No provision of this Agreement may be changed, waived, discharged or terminated except by an instrument in writing signed by the party against which an enforcement of the change, waiver, discharge or termination is sought.
Duration, Termination and Amendment. This Agreement shall become effective as of the day and year first above written and shall govern the relations between the parties hereto until terminated in accordance with this Section 7. Except for an Expense Cap Termination, this Agreement may not be altered or amended except by an instrument in writing signed by both parties. This Agreement may be terminated, with respect to the Fund:
(a) by Touchstone, either (i) at the end of the calendar quarter after December 31, 2000 during which Touchstone has given at least 30 days' advance written notice to the Trust, on behalf of the Fund, that it is terminating this Agreement as to the Fund or (ii) at such time as Touchstone ceases to be the investment advisor to the Fund. In the event of a termination pursuant to clause (i) of the preceding sentence, each party's obligations hereunder shall terminate as to the Fund as of the end of the calendar quarter in which the notice of termination is given; in the event of a termination pursuant to clause (ii) of the preceding sentence, Touchstone's obligations hereunder shall terminate as to the Fund as of the effective date of its termination as investment advisor.
(b) by the Board, or by the vote of a "majority of the outstanding voting securities" (as such phrase is defined in the 1940 Act) of the Fund, xx xx xxx xxx xx the calendar quarter during which the Trust, on behalf of the Fund, has given at least 30 days' advance written notice to Touchstone that it is terminating this Agreement.
Duration, Termination and Amendment. (a) This Agreement shall be effective on the date set forth above, and unless terminated as provided herein, shall continue for two years from its effective date, and thereafter from year to year, provided such continuance is approved annually (i) by vote of a majority of the Trustees or by the vote of a majority of the outstanding voting securities of the Fund and (ii) by the vote of a majority of those Trustees who are not parties to this Agreement or interested persons of any such party cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated at any time, without the payment of any penalty, as to each Fund (i) by vote of a majority of those Trustees who are not parties to this Agreement or interested persons of any such party or
Duration, Termination and Amendment. (a) This Agreement shall be effective on the date first set forth above, and unless terminated as provided herein, shall continue for two years from its effective date, and thereafter from year to year, provided such continuance is approved annually by the vote of a majority of the Board of Trustees, and by the vote of those Trustees who are not "interested persons" of the Trust (the "Independent Trustees") and, if a plan under Rule 12b-1 under the 1940 Act is in effect, by the vote of those Trustees who are not "interested persons" of the Trust and who are not parties to such plan or this Agreement and have no financial interest in the operation of such plan or in any agreements related to such plan, cast in person at a meeting called for the purpose of voting on the approval. This Agreement may be terminated at any time, without the payment of any penalty, as to each Fund (i) by vote of a majority of the Independent Trustees or (ii) by vote of a majority (as defined in the 1940 Act) of the outstanding vxxxxx xxcurities of the Fund, on at least sixty (60) days prior written notice to the Distributor. In addition, this Agreement may be terminated at any time by the Distributor upon at least sixty (60) days prior written notice to the Trust. This Agreement shall automatically terminate in the event of its assignment. As used in this paragraph, the terms "assignment" and "interested persons" shall have the respective meanings specified in the 1940 Act.
Duration, Termination and Amendment. (a) This Agreement shall be effective on the date set forth above, and unless terminated as provided herein, shall continue for two years from its effective date, and thereafter from year to year, provided such continuance is approved annually in accordance with the requirements of the 1940 Act, as such requirements may be modified by rule, regulation, order or guidance of the SEC or its staff. This Agreement may be terminated at any time, without the payment of any penalty, as to each Fund (i) by vote of a majority of those Trustees who are not parties to this Agreement or interested persons of any such party or (ii) by vote of a majority of the outstanding voting securities of the Fund, or by the Distributor, on at least sixty (60) days prior written notice. This Agreement shall automatically terminate without the payment of any penalty in the event of its assignment. As used in this paragraph, the terms “vote of a majority of the outstanding voting securities,” “assignment,” “affiliated person” and “interested person” shall have the respective meanings specified in the 1940 Act.
(b) No provision of this Agreement may be changed, waived, discharged or terminated except by an instrument in writing signed by both parties.
Duration, Termination and Amendment. (a) This Agreement shall become effective as to any portfolio upon its approval for such portfolio by the Board of Managers of the Fund and the owners of the class of membership interests designated for that portfolio. This Agreement will continue in effect for a period more than two years from the date of its effectiveness as to any portfolio only so long as such continuance is specifically approved at least annually either by the Board of Managers of the Fund or by the vote of a majority of the outstanding voting securities of the portfolio, provided that in either event such continuance shall also be approved by the vote of a majority of the Managers of the Fund who are not interested persons (as defined in the 1940 Xxx) xx any party to this Agreement cast in person at a meeting called for the purpose of voting on such approval. The required owner's approval of this Agreement or of any continuance of this Agreement shall be effective with respect to a portfolio if a majority of the outstanding voting securities of the class (as defined in Rule 18f-2(h) under the 1940 Xxx) xx membership interests of the portfolio votes to approve the Agreement or its continuance, notwithstanding that this Agreement or its continuance may not have been approved by a majority of the outstanding voting securities of the entire Fund.
(b) If the owners of membership interests of any portfolio fail to approve any continuance of this Agreement, the Adviser will continue to act as investment adviser with respect to that portfolio pending the required approval of this Agreement or its continuance, or of a new contract with the Adviser or a different investment adviser or other definitive action; provided, that the compensation received by the Adviser in respect of that portfolio during such period will be no more than the Adviser's actual costs incurred in furnishing investment advisory and management services to such portfolio or the amount it would have received under this Agreement, whichever is less.
(c) This Agreement may be terminated at any time, without the payment of any penalty, by the Board of Managers of the Fund or, with respect to any portfolio, by the vote of a majority of the outstanding voting securities of that portfolio on 60 days' written notice to the Adviser, or by the Adviser, on 90 days' written notice to the Fund. This Agreement will automatically terminate in the event of its assignment (as defined in the 1940 Act).
(d) This Agreement may be amended by t...
Duration, Termination and Amendment. The initial term of this Agreement with respect to each Fund is for the period from the Effective Date through July 31, 2008. Thereafter, with respect to each Fund, this Agreement will automatically renew from year to year provided such continuance is specifically approved by a majority of the Independent Trustees. This Agreement may be terminated by the Board of Trustees thirty (30) days prior to the next renewal period. This Agreement shall automatically and immediately terminate with respect to each Fund if (i) the Adviser no longer serves as investment adviser to such Fund, and (ii) in the event of its "assignment" (as defined in the Investment Company Act of 1940). The termination of this Agreement with respect to any one Fund will not cause its termination with respect to any other Fund.
