Duties of the Trust. (a) The Trust agrees to sell Shares of each Fund so long as it has Shares available for sale and to cause the Trust's transfer agent to record on its books the ownership of (or deliver certificates, if any, for) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor therefor. (b) The Trust shall keep the Distributor fully informed with regard to the Trust's affairs and shall furnish to the Distributor copies of all information, financial statements and other papers which may be necessary for use in connection with the sale of Shares of the Funds, and this shall include one certified copy, upon request by the Distributor, of all financial statements prepared for the Trust by independent accountants and such number of copies of its most current Prospectuses as may be necessary to accompany confirmation of sales and annual and interim reports and Prospectuses for delivery to existing shareholders. (c) The Trust shall take, from time to time, such steps, including payment of the related filing fee, as may be necessary to register its Shares under the 1933 Act to the end that there will be available for sale such number of Shares as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or Prospectuses, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses which omission would make the statements therein misleading. (d) The Trust, through Funds Distributor, Inc. as Co- Administrator, shall use its best efforts to qualify and maintain the qualification of any appropriate number of the Shares of each Fund for sale under the securities laws of such states as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the Trust shall not be required to amend its Declaration of Trust or By-laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the Shares in any state from the terms set forth in its Registration Statement and Prospectuses, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator in connection with such qualifications.
Appears in 1 contract
Duties of the Trust. (a) The Trust agrees to sell Shares of each Fund so long as it has Shares available for sale except for such times at which the sale of its Shares has been suspended by order of the Trustees or by order of the Securities and Exchange Commission: and to deliver certificates (if any) for, or cause the Trust's transfer and dividend disbursing agent to record on its books the ownership of (or deliver certificatessuch other agent as designated by the Trust) to issue confirmations evidencing, if any, for) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmissionwriting, as promptly as practicable after receipt by the Trust of payment therefor at the net asset value thereof and written request of the Distributor therefor.
(b) The Trust shall keep the Distributor fully informed with regard to the Trust's its affairs and shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may be necessary reasonably request for use in connection with the sale distribution of Shares of the FundsTrust, and this shall include one certified copy, upon request by the Distributor, of all financial statements prepared for by the Trust and audited by its independent accountants and such reasonable number of copies of its most current Prospectuses as may be necessary to accompany confirmation of sales Prospectus and annual and interim reports as the Distributor may request and Prospectuses shall cooperate fully in the efforts of the Distributor to sell and arrange for delivery to existing shareholdersthe sale of the Trust's Shares and in the performance of the Distributor under this Agreement.
(c) The Trust shall take, from time to time, all such steps, including payment of the related filing fee, as may be necessary to register its the Shares under the 1933 Act and to the end that there will be make available for sale such number of Shares as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or ProspectusesProspectus, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses Prospectus which omission would make the statements therein misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the its Shares of each Fund for sale under the securities laws of such states as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the Trust shall not be required to amend its Certificate of Trust, Declaration of Trust or By-laws Laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the its Shares in any state from the terms set forth in its Registration Statement and ProspectusesProspectus, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the its Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Duties of the Trust. (a) The Trust agrees shall keep TORS fully informed of its affairs and shall provide to TORS from time to time copies of all information, financial statements, and other papers that TORS may reasonably request for use in connection with the distribution of Shares, including, without limitation, certified copies of any financial statements prepared for the Trust by its independent public accountant and such reasonable number of copies of the most current Prospectus, Statement of Additional Information ("SAI"), and annual and interim reports as TORS may request, and the Trust shall fully cooperate in the efforts of TORS to sell Shares and arrange for the sale of each Fund so long as it has Shares available for sale and to cause the Trust's transfer agent to record on its books the ownership of (or deliver certificates, if any, for) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor thereforShares.
(b) The Trust shall keep maintain a currently effective Registration Statement on Form N-1A with the Distributor fully informed Securities and Exchange Commission (the "SEC"), maintain qualification with regard applicable states and file such reports and other documents as may be required under applicable federal and state laws. The Trust shall notify TORS in writing of the states in which the Shares may be sold and shall notify TORS in writing of any changes to such information. The Trust shall bear all expenses related to preparing and typesetting such Prospectuses, SAI and other materials required by law and such other expenses, including printing and mailing expenses, related to the Trust's affairs and shall furnish to the Distributor copies of all information, financial statements and other papers which may be necessary for use in connection communication with the sale of Shares of the Funds, and this shall include one certified copy, upon request by the Distributor, of all financial statements prepared for the Trust by independent accountants and such number of copies of its most current Prospectuses as may be necessary to accompany confirmation of sales and annual and interim reports and Prospectuses for delivery to existing persons who are shareholders.
(c) The Trust shall takenot use any advertisements or other sales materials that have not been (i) submitted to TORS for its review and approval, from time to time, such steps, including payment of and (ii) filed with the related filing fee, as may be necessary to register its Shares under the 1933 Act to the end that there will be available for sale such number of Shares as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or Prospectuses, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses which omission would make the statements therein misleadingappropriate regulators.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, shall use Trust represents and warrants that its best efforts Registration Statement and any advertisements and sales literature (excluding statements relating to qualify and maintain the qualification of any appropriate number of the Shares of each Fund for sale under the securities laws of such states as the Distributor TORS and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification services it provides that are based upon written information furnished by TORS expressly for inclusion therein) of the Trust as a broker or dealer in such states; provided that the Trust shall not be contain any untrue statement of material fact or omit to state any material fact required to amend its Declaration of Trust be stated therein or By-laws necessary to comply with make the laws of any statestatements therein not misleading, and that all statements or information furnished to maintain an office TORS pursuant to Section 3(a) hereof, shall be true and correct in any state, to change the terms of the offering of the Shares in any state from the terms set forth in its Registration Statement and Prospectuses, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the Shares. The Distributor shall furnish such information and other all material relating to its affairs and activities as may be required by such Co-Administrator in connection with such qualificationsrespects.
Appears in 1 contract
Samples: Distribution Agreement (Simms Funds)
Duties of the Trust. (a) The Trust agrees reserves the right at any time to sell withdraw offering Shares of each Fund so long as it has Shares available for sale and by written notice to cause the Trust's transfer agent to record on its books the ownership of (or deliver certificates, if any, for) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor therefor.
(b) at its principal office. The Trust shall keep the Distributor fully informed with regard to the Trust's of its affairs and shall furnish make available to the Distributor copies of all information, financial statements statements, and other papers which that the Distributor may be necessary reasonably request for use in connection with the sale distribution of Shares Shares, including, without limitation, certified copies of the Funds, and this shall include one certified copy, upon request by the Distributor, of all any financial statements prepared for the Trust by its independent accountants registered public accounting firm and such reasonable number of copies of its the most current Prospectuses as may be necessary to accompany confirmation prospectus, statement of sales additional information, and annual and interim reports as the Distributor may request, and Prospectuses the Trust shall fully cooperate in the efforts of the Distributor to sell and arrange for delivery to existing shareholdersthe sale of the Shares and in the performance of the Distributor's duties under this Agreement.
(b) The Trust shall comply with all applicable provisions of the 1940 Act and all other federal and state laws, rules and regulations governing the issuance and sale of Shares of each Series.
(c) The Trust shall take, from time to time, such steps, including payment of the related filing fee, as may be necessary to register its Shares under the 1933 Act to the end that there will be available for sale such number of Shares as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or Prospectuses, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses which omission would make the statements therein misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the Shares of each Fund for sale under the securities laws of such states or other jurisdictions as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the Trust shall not be required to amend its Declaration Certificate of Trust or By-laws Laws to comply with the laws of any statejurisdiction, to maintain an office in any statejurisdiction, to change the terms of the offering of the Shares in any state jurisdiction from the terms set forth in its Registration Statement and ProspectusesStatement, to qualify as a foreign corporation in any state jurisdiction, or to consent to service of process in any state jurisdiction other than with respect to claims arising out of the offering of the Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Duties of the Trust. (a) The Trust agrees to sell Shares of each Fund its various Series so long as it has Shares of any such Series available for sale except for such times at which the sale of Shares of any such Series has been suspended by order of the Trustees or order of the Securities and Exchange Commission; and to deliver certificates (if any) for, or cause the Trust's ’s transfer and dividend disbursing agent (of such other agent as designated by the Trust) to record on its books the ownership of (or deliver certificatesissue confirmations evidencing, if any, for) such Shares of any such Series registered in such names and amounts as the Distributor has requested in writing or other means of data transmissionwriting, as promptly as practicable after receipt by the Trust Series of payment therefor at the net asset value thereof and written request of the Distributor therefor.
(b) The Trust shall keep the Distributor fully informed with regard to the Trust's its affairs and shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may be necessary reasonably request for use in connection with the sale distribution of Shares of the FundsSeries, and this shall include one certified copy, upon request by the Distributor, of all financial statements prepared for by the Trust and audited by its independent accountants and such reasonable number of copies of its most current Prospectuses as may be necessary to accompany confirmation of sales Prospectus and annual and interim reports as the Distributor may request and Prospectuses shall cooperate fully in the efforts of the Distributor to sell and arrange for delivery to existing shareholdersthe sale of the Shares of the Series and in the performance of the Distributor under this Agreement.
(c) The Trust shall take, from time to time, all such steps, including payment of the related filing fee, as may be necessary to register its the Shares under the 1933 Act and to the end that there will be make available for sale such number of Shares as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or ProspectusesProspectus, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses Prospectus which omission would make the statements therein misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the Shares of each Fund its Series for sale under the securities laws of such states as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the Trust shall not be required to amend its Declaration of Trust or By-laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the its Shares in any state from the terms set forth in its Registration Statement and ProspectusesProspectus, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the its Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Duties of the Trust. (a) The Trust agrees to sell the Shares of each Fund the Series so long as it has such Shares available for sale and to cause issue, if requested by the purchaser and if provided for by the Trust's transfer agent to record on its books , certificates for the ownership Shares of (or deliver certificatesthe Series, if any, for) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmissionwriting, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor therefor. The Trust may at any time withdraw offerings of the Shares of one or more Series by notice to the Distributor.
(b) The Trust shall keep the Distributor fully informed with regard to its affairs and the Trust's affairs of the Series and shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may be necessary reasonably request for use in connection with the sale of Shares distribution of the FundsShares. This shall include, and this shall include without limitation, one certified copy, upon request by the Distributor, copy of all financial statements prepared for of the Trust and the Series prepared by independent accountants and such reasonable number of copies of its most current Prospectuses as may be necessary to accompany confirmation of sales Prospectus, and annual and interim reports as the Distributor may request. The Trust shall cooperate fully in the efforts of the Distributor to arrange for the sale of the Shares and Prospectuses for delivery to existing shareholdersin the performance of the Distributor's duties under this Agreement.
(c) The Trust shall take, from time to time, all necessary action to fix the number of authorized Shares of the Series and such steps, including payment of the related filing feefees, as may be necessary to register its Shares the same under the 1933 Act to the end so that there will be available for sale such number of Shares of the Series as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or ProspectusesProspectus, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses Prospectus which omission would make the statements therein therein, in light of the circumstances under which they were made, misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, shall use its best efforts to qualify and maintain the qualification of any appropriate number of the Shares of each Fund for sale under the securities laws of such states as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the Trust shall not be required to amend its Declaration of Trust or By-laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the Shares in any state from the terms set forth in its Registration Statement and Prospectuses, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the SharesShares of the Series. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Samples: Master Distribution Agreement (Gradison McDonald Municipal Custodian Trust)
Duties of the Trust. (a) The Trust agrees to sell Shares of each Fund its constituent Series so long as it has Shares available for sale and to cause the Trust's transfer agent its Transfer Agent to record on its books the ownership of (or deliver certificatesissue, if anyrequested by the Purchaser, for) such certificates for Shares of its Series, registered in such names and amounts as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor thereforthereof.
(b) The Trust shall keep the Distributor fully informed with regard to the Trust's its affairs and shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may be necessary reasonably request for use in connection with the distribution of Shares of the Series. This shall include, without limitation, one certified copy of all financial statements of each of the Series prepared by independent accountants and such reasonable number of copies of a Series' most current Prospectus, the Statement of Additional Information and annual and interim reports as the Distributor may request. The Trust shall cooperate fully in the efforts of the Distributor to arrange for the sale of Shares of the Funds, Series and in the performance of the Distributor under this shall include one certified copy, upon request by the Distributor, of all financial statements prepared for the Trust by independent accountants and such number of copies of its most current Prospectuses as may be necessary to accompany confirmation of sales and annual and interim reports and Prospectuses for delivery to existing shareholdersAgreement.
(c) The Trust shall take, from time to time, such stepsall necessary action to register the Shares of the Series under the 1933 Act, including payment payments of the related filing feefees, as may be necessary to register its Shares under the 1933 Act to the end so that there will be available for sale such number of Shares of the Series as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a the Registration Statement or ProspectusesProspectus of a Series, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses Prospectus of a Series, which omission would make the statements therein therein, in light of the circumstances under which they were made, misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to notify the Distributor of the states and jurisdictions in which its shares are qualified for sale and represents and warrants that it shall continue to qualify and maintain the registration and qualification of any an appropriate number of the Shares of each Fund the Series and the Trust for sale under the securities laws of such states as the Distributor and the Trust may approveshall mutually agree, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or broker-dealer in such states; provided that the Trust shall not be required to amend its Declaration of Trust or By-laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the Shares in any state from the terms set forth in its Registration Statement and Prospectuses, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required requested by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Samples: Distribution Agreement (Van Eck Worldwide Insurance Trust)
Duties of the Trust. (a) The Trust agrees to sell its Shares of each Fund so long as it has Shares available for sale and to cause the Trust's transfer agent to record on its books the sale. No certificates certifying ownership of (or deliver certificates, if any, for) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor thereforshares shall be issued.
(b) The Trust shall keep the Distributor fully informed with regard to the Trust's its affairs and shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may be necessary reasonably request for use in connection with the sale distribution of Shares of the FundsTrust. This shall include, and this shall include without limitation, one certified copy, upon request by the Distributor, copy of all financial statements prepared for of the Trust prepared by independent accountants and such reasonable number of copies of its most current Prospectuses as may be necessary to accompany confirmation of sales Prospectus and annual and interim reports as the Distributor may request. The Trust shall cooperate fully in the efforts of the Distributor to arrange for the sale of the Shares and Prospectuses for delivery to existing shareholdersin the performance of the Distributor under this Agreement.
(c) The Trust shall take, from time to time, such steps, including payment of the related filing fee, as may be necessary to register its Shares under the 1933 Act to the end that there will be available for sale such number of Shares as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or ProspectusesProspectus, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses Prospectus which omission would make the statements therein therein, in light of the circumstances under which they were made, misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the its Shares of each Fund for sale under the securities laws of such states as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the Trust shall not be required to amend its the Declaration of Trust or its By-laws Laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the its Shares in any state from the terms set forth in its Registration Statement and ProspectusesProspectus, to qualify as a foreign corporation corporation, business trust or similar entity in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the its Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Duties of the Trust. (a) The Trust agrees reserves the right at any time to sell withdraw offering Shares of each Fund any or all Series (and of any or all Classes thereof) by written notice to the Distributor at its principal office.
(b) The Trust shall determine in its sole discretion whether certificates shall be issued with respect to the Shares, and there is no current intention that such certificates shall be issued. If the Trust determines that certificates shall be issued, the Trust will not cause certificates representing Shares to be issued unless so long as it has requested by shareholders. If such request is transmitted by the Distributor, the Trust will cause certificates evidencing Shares available for sale and to cause the Trust's transfer agent to record on its books the ownership of (or deliver certificates, if any, for) such Shares registered be issued in such names and amounts denominations as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor thereforshall from time to time direct.
(bc) The Trust shall keep the Distributor fully informed with regard to the Trust's of its affairs and shall furnish make available to the Distributor copies of all information, financial statements statements, and other papers which the Distributor may be necessary reasonably request for use in connection with the sale distribution of Shares Shares, including, without limitation, certified copies of the Funds, and this shall include one certified copy, upon request by the Distributor, of all any financial statements prepared for the Trust by its independent public accountants and such reasonable number of copies of its the most current Prospectuses as may be necessary to accompany confirmation prospectus, statement of sales additional information, and annual and interim reports of any Series as the Distributor may request, and Prospectuses the Trust shall cooperate fully in the efforts of the Distributor to sell and arrange for delivery to existing shareholdersthe sale of the Shares of the Series and in the performance of the Distributor under this Agreement.
(cd) The Trust shall take, from time to time, such stepsall necessary action, including payment of the related filing fee, as may be necessary to register its the Shares under the 1933 Act to the end that there will be available for sale such number of Shares as the Distributor may be expected to sell. The Trust agrees to file file, from time to time time, such amendments, reports reports, and other documents as may be necessary in order that there may will be no untrue statement of a material fact in a the Registration Statement or ProspectusesStatement, or necessary in order that there may be no nor any omission to state of a material fact in the Registration Statement or Prospectuses which omission would make the statements therein misleading.
(de) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the Shares of each Fund Series for sale under the securities laws of such states or other jurisdictions as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such statesjurisdictions; provided that the Trust shall not be required to amend its Declaration of Trust or By-laws Laws to comply with the laws of any statejurisdiction, to maintain an office in any statejurisdiction, to change the terms of the offering of the Shares in any state jurisdiction from the terms set forth in its Registration Statement and ProspectusesStatement, to qualify as a foreign corporation in any state jurisdiction, or to consent to service of process in any state jurisdiction other than with respect to claims arising out of the offering of the Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Duties of the Trust. (a) The Trust agrees reserves the right at any time to sell withdraw offering Shares of each Fund any or all Series (and of any or all Classes thereof) by written notice to the Distributor at its principal office.
(b) The Trust shall determine in its sole discretion whether certificates shall be issued with respect to the Shares, and there is no current intention that such certificates shall be issued. If the Trust determines that certificates shall be issued, the Trust will not cause certificates representing Shares to be issued unless so long as it has requested by shareholders. If such request is transmitted by the Distributor, the Trust will cause certificates evidencing Shares available for sale and to cause the Trust's transfer agent to record on its books the ownership of (or deliver certificates, if any, for) such Shares registered be issued in such names and amounts denominations as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor thereforshall from time to time direct.
(bc) The Trust shall keep the Distributor fully informed with regard to the Trust's of its affairs and shall furnish make available to the Distributor copies of all information, financial statements statements, and other papers which the Distributor may be necessary reasonably request for use in connection with the sale distribution of Shares Shares, including, without limitation, certified copies of the Funds, and this shall include one certified copy, upon request by the Distributor, of all any financial statements prepared for the Trust by its independent public accountants and such reasonable number of copies of its the most current Prospectuses as may be necessary to accompany confirmation prospectus, statement of sales additional information, and annual and interim reports of any Series as the Distributor may request, and Prospectuses the Trust shall cooperate fully in the efforts of the Distributor to sell and arrange for delivery to existing shareholdersthe sale of the Shares of the Series and in the performance of the Distributor under this Agreement.
(cd) The Trust shall take, from time to time, such stepsall necessary action, including payment of the related filing fee, as may be necessary to register its the Shares under the 1933 Act to the end that there will be available for sale such number of Shares as the Distributor may be expected to sell. The Trust agrees to file file, from time to time time, such amendments, reports reports, and other documents as may be necessary in order that there may will be no untrue statement of a material fact in a the Registration Statement or ProspectusesStatement, or necessary in order that there may be no nor any omission to state of a material fact in the Registration Statement or Prospectuses which omission would make the statements therein misleading.
(de) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the Shares of each Fund Series for sale under the securities laws of such states or other jurisdictions as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such statesjurisdictions; provided that the Trust shall not be required to amend its Declaration of Trust or By-laws Laws to comply with the laws of any statejurisdiction, to maintain an office in any statejurisdiction, to change the terms of the offering of the Shares in any state jurisdiction from the terms set forth in its Registration Statement and ProspectusesStatement, to qualify as a foreign corporation in any state jurisdiction, or to consent to service of process in any state jurisdiction other than with respect to claims arising out of the offering of the Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator in connection with such qualifications.activ-
Appears in 1 contract
Duties of the Trust. (a) The Trust agrees to sell its Shares of each Fund so long as it has Shares available for sale and agrees to deliver or cause the Trust's Funds' transfer agent to record on its books the ownership of (deliver Share certificates or deliver certificates, if any, for) to register such Shares registered on the records of the Funds in non-certificated form and to register such Shares on the records of the Funds in such names and amounts as the Distributor has requested in writing or other means of data transmissionwriting, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor thereforinstructions for registering such Shares.
(b) The Trust shall keep the Distributor fully informed with regard to the Trust's its affairs and shall furnish to the Distributor copies of all information, financial statements and other papers which information that the Distributor may be necessary reasonably request for use in connection with the sale distribution of Shares of the Funds, and this shall include one certified copy, upon Shares. Upon request by the Distributor, the Trust will furnish a certified copy of all the current financial statements prepared for the Funds by the Trust's independent accountants. The Trust by independent accountants and will furnish such reasonable number of copies of its most the current Prospectuses Prospectus and financial statements as the Distributor may be necessary request. The Trust shall cooperate fully in the efforts of the Distributor to accompany confirmation sell and arrange for the sale of sales and annual and interim reports and Prospectuses for delivery to existing shareholdersShares.
(c) The Trust shall take, from time take all necessary action to time, such steps, including provide for authorized Shares and for the payment of the related filing fee, fees as may be necessary to register its the Shares under the 1933 Act to and the end 1940 Act so that there Shares will be available for sale such number of Shares as by the Distributor may be expected to sellDistributor. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may will be no untrue statement of a material fact in a the Registration Statement or ProspectusesProspectus, or necessary in order and so that there may will be no omission to state a material fact in the Registration Statement or Prospectuses which omission would make the statements therein misleadingProspectus.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the Shares of each Fund for sale under the securities laws of such states as the Distributor and the Trust Fund may approve, ; and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the . The Trust shall not be required to amend its Declaration Agreement of Trust or By-laws Laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the its Shares in any state from the terms set forth in its Registration Statement and ProspectusesStatement, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Duties of the Trust. (a) The Trust Each of the Funds agrees to sell its Shares of each Fund so long as it has Shares available for sale and to cause the Trust's Funds’ transfer agent to record on its books the ownership of (or deliver certificatesissue, if anyrequested by the purchaser, for) such Shares certificates for Shares, registered in such names and amounts as the Distributor has requested in writing or other means of data transmissionwriting, as promptly as practicable after receipt by the Trust a Fund of the net asset value purchase price therefor and thereof and written request of the Distributor therefor.
(b) The Trust shall keep the Distributor fully informed with regard to the Trust's its affairs and shall furnish to the Distributor copies of all information, financial statements statements, and other papers which the Distributor may be necessary reasonably request for use in connection with the sale distribution of Shares of the FundsShares. This shall include, and this shall include without limitation, one certified copy, upon request by the Distributor, copy of all financial statements of the Funds prepared for the Trust by independent accountants and such reasonable number of copies of its the most current Prospectuses as may be necessary to accompany confirmation of sales Prospectus and annual and interim reports as the Distributor may request. The Trust shall cooperate fully in the efforts of the Distributor to arrange for the sale of the Shares and Prospectuses for delivery to existing shareholdersin the performance of the Distributor under this Agreement.
(c) The Trust shall take, from time to time, such steps, including payment of the related filing fee, as may be necessary to register its Shares under the 1933 Act to the end that there will be available for sale such number of Shares as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or ProspectusesProspectus, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses Prospectus which omission would make the statements therein therein, in light of the circumstances under which they were made, misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the Shares of each Fund for sale under the securities laws of such states as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the Trust shall not be required to amend its the Declaration of Trust or its By-laws Laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the its Shares in any state from the terms set forth in its Registration Statement and ProspectusesProspectus, to qualify as a foreign corporation corporation, business trust or similar entity in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the its Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Funds in connection with such qualifications.
Appears in 1 contract
Duties of the Trust. (a) The 4.1 Subject to the possible suspension of the sale of shares of a Series, and the right to reject orders, as provided herein, the Trust agrees to sell Shares shares of each Fund the Series so long as it has Shares shares are available for sale and to cause the Trust's transfer agent to record on its books the ownership of sale.
4.2 The Trust (or deliver certificates, if any, forits agent) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor therefor.
(b) The Trust shall keep the Distributor fully informed with regard to the Trust's affairs and shall furnish to the Distributor copies of all information, financial statements and other papers documents which the Distributor may be necessary reasonably request for use in connection with the sale distribution of Shares of the Fundsshares, and this which information shall include one certified copy, upon request by the Distributor, of all financial statements prepared for the Trust by its independent accountants and public accountants. The Trust (or its agent) shall make available to the Distributor such number of copies of its most current the Prospectuses as may be necessary to accompany confirmation of sales for each Series and annual and interim reports and Prospectuses for delivery to existing shareholdersas the Distributor shall reasonably request.
(c) 4.3 The Trust shall take, use its best efforts to take from time to time, such steps, including payment but subject to the necessary approval of the related filing feeBoard and the shareholders, all necessary action to register authorized shares under the Securities Act of 1933, as may be necessary to register its Shares under amended (the "1933 Act to the end Act"), so that there will be available for sale such number of Shares shares of the Series as the Distributor reasonably may be expected expect to sell. The Trust agrees to shall file from time to time such amendments, reports and other documents as may be necessary in order that there may will be no untrue statement of a material fact in a the Trust's Registration Statement or Prospectuseson Form N-1A covering the shares of the Series (the "Registration Statement"), or necessary in order that there may will be no omission to state a material fact in the Registration Statement or Prospectuses which omission would make the statements therein misleading. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such Registration Statement.
(d) 4.4 The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the qualification of any an appropriate number of shares of the Shares of each Fund Series for sale under the securities laws of such states as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the Trust shall not be required to amend its Declaration of Trust or By-laws Bylaws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the Shares its shares in any state from the terms set forth in its Registration Statement and ProspectusesStatement, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of its shares. Any such qualification may be withheld, terminated or withdrawn by the SharesTrust at any time in its discretion. As provided in Section 7 hereof, the expense of qualification and maintenance of qualification shall be borne by the Trust. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Samples: Distribution Agreement (Nicholas Applegate Series Trust)
Duties of the Trust. (a) The Trust agrees reserves the right at any time to sell withdraw offering Shares of each Fund so long as it has Shares available for sale and by written notice to cause the Trust's transfer agent to record on its books the ownership of (or deliver certificates, if any, for) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor therefor.
(b) at its principal office. The Trust shall keep the Distributor fully informed with regard to the Trust's of its affairs and shall furnish make available to the Distributor copies of all information, financial statements statements, and other papers which that the Distributor may be necessary reasonably request for use in connection with the sale distribution of Shares Shares, including, without limitation, certified copies of the Funds, and this shall include one certified copy, upon request by the Distributor, of all any financial statements prepared for the Trust by its independent accountants registered public accounting firm and such reasonable number of copies of its the most current Prospectuses as may be necessary to accompany confirmation prospectus, statement of sales additional information, and annual and interim reports as the Distributor may request, and Prospectuses the Trust shall fully cooperate in the efforts of the Distributor to sell and arrange for delivery to existing shareholdersthe sale of the Shares and in the performance of the Distributor’s duties under this Agreement.
(b) The Trust shall comply with all applicable provisions of the 1940 Act and all other federal and state laws, rules and regulations governing the issuance and sale of Shares of each Series.
(c) The Trust shall take, from time to time, such steps, including payment of the related filing fee, as may be necessary to register its Shares under the 1933 Act to the end that there will be available for sale such number of Shares as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or Prospectuses, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses which omission would make the statements therein misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the Shares of each Fund for sale under the securities laws of such states or other jurisdictions as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the Trust shall not be required to amend its Declaration Certificate of Trust or By-laws Laws to comply with the laws of any statejurisdiction, to maintain an office in any statejurisdiction, to change the terms of the offering of the Shares in any state jurisdiction from the terms set forth in its Registration Statement and ProspectusesStatement, to qualify as a foreign corporation in any state jurisdiction, or to consent to service of process in any state jurisdiction other than with respect to claims arising out of the offering of the Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Duties of the Trust. (a) The Trust agrees reserves the right at any time to sell withdraw offering any class or classes of Shares of each Fund so long as it has Shares available for sale and the Series by written notice to cause the Trust's transfer agent to record on UBS AM at its books the ownership of (or deliver certificates, if any, for) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor thereforprincipal office.
(b) The Trust shall keep the Distributor UBS AM fully informed with regard to the Trust's of its affairs and shall furnish make available to the Distributor UBS AM copies of all information, financial statements statements, and other papers documents which UBS AM may be necessary reasonably request for use in connection with the sale distribution of Shares Shares, including, without limitation, certified copies of the Funds, and this shall include one certified copy, upon request by the Distributor, of all any financial statements prepared for the Trust by its independent accountants public accountant and such reasonable number of copies of its the most current Prospectuses as may be necessary to accompany confirmation prospectus, statement of sales additional information, and annual and interim reports of the Series as UBS AM may request, and Prospectuses the Trust shall cooperate fully in the efforts of UBS AM to sell and arrange for delivery to existing shareholdersthe sale of the Shares of the Series and in the performance of UBS AM under this Contract.
(c) The Trust shall take, from time to time, such stepsall necessary action, including payment of the related filing fee, as may be necessary to register its Shares under the 1933 Act to the end that there will be available for sale such number of Shares as the Distributor UBS AM may be expected to sell. The Trust agrees to file file, from time to time time, such amendments, reports reports, and other documents as may be necessary in order that there may will be no untrue statement of a material fact in a the Registration Statement or ProspectusesStatement, or necessary in order that there may be no nor any omission to state of a material fact in the Registration Statement or Prospectuses which omission would make the statements therein misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the Shares of each Fund the Series for sale under the securities laws of such states or other jurisdictions as the Distributor UBS AM and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the Trust shall not be required to amend its Declaration of Trust Instrument or By-laws Laws to comply with the laws of any statejurisdiction, to maintain an office in any statejurisdiction, to change the terms of the offering of the Shares in any state jurisdiction from the terms set forth in its Registration Statement and ProspectusesStatement, to qualify as a foreign corporation in any state jurisdiction, or to consent to service of process in any state jurisdiction other than with respect to claims arising out of the offering of the Shares. The Distributor UBS AM shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Duties of the Trust. (a) The Trust agrees to sell its Shares of each Fund so long as it has Shares available for sale sale; and to cause deliver evidences of Share ownership as then is the practice of the Trust's transfer agent to record on its books , evidencing the ownership registration of (or deliver certificates, if any, for) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmissionwriting, as promptly as practicable after receipt by the Trust of the net asset value Net Asset Value thereof and written request of the Distributor therefor. Notwithstanding the foregoing, the Trust’s Trustees may suspend the sale of shares of any Fund or any class of a Fund at any time.
(b) The Trust shall keep the Distributor fully informed with regard to the Trust's its affairs and shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may be necessary reasonably request for use in connection with the sale distribution of Shares of the Funds, and this shall include one certified copy, upon request by the Distributor, of all financial statements prepared for the Trust Funds by independent accountants and such reasonable number of copies of its most current Prospectuses as may be necessary to accompany confirmation Prospectus and Statement of sales Additional Information and annual and interim reports as the Distributor may request and Prospectuses shall cooperate fully in the efforts of the Distributor to sell and arrange for delivery to existing shareholdersthe sale of the Funds’ Shares and in the performance of the Distributor under this Agreement.
(c) The Trust shall take, from time to time, such all necessary steps, including payment of the related filing fee, as may be necessary to register its the Funds’ Shares under the 1933 Act to the end that there will be available for sale such number of Shares as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may shall be no untrue statement of a material fact in a Registration Statement or Prospectuses, or necessary in order that there may be and no omission to state a material fact in the Registration Statement, Prospectus or Statement or Prospectuses of Additional Information which omission would make the statements statement therein misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the Shares of each Fund for sale under the securities laws of such states jurisdictions as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the Trust shall not be required to amend its Declaration of Trust or By-laws Laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the Shares in any state from the terms set forth in its Registration Statement, Prospectus and Statement and Prospectusesof Additional Information, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Samples: Distribution Agreement (Thornburg Investment Trust)
Duties of the Trust. (a) The Trust agrees to sell Shares of each Fund Portfolio so long as it has Shares available for sale and to cause the Trust's transfer agent to record on its books the ownership of (or deliver certificates, if any, for) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor therefor.
(b) The Trust shall keep the Distributor fully informed with regard to the Trust's affairs and shall furnish to the Distributor copies of all information, financial statements and other papers which may be necessary for use in connection with the sale of Shares of the FundsPortfolios, and this shall include one certified copy, upon request by the Distributor, of all financial statements prepared for the Trust by independent accountants and such number of copies of its most current Prospectuses as may be necessary to accompany confirmation of sales and annual and interim reports and Prospectuses for delivery to existing shareholders.
(c) The Trust shall take, from time to time, such steps, including payment of the related filing fee, as may be necessary to register its Shares under the 1933 Act to the end that there will be available for sale such number of Shares as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or ProspectusesProspectus, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses Prospectus which omission would make the statements therein misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Co-Administrator, shall use its best efforts to qualify and maintain the qualification of any appropriate number of the Shares of each Fund Portfolio for sale under the securities laws of such states as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such states; provided that the Trust shall not be required to amend its Declaration of Trust or By-laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the Shares in any state from the terms set forth in its Registration Statement and ProspectusesProspectus, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator in connection with such qualifications.
Appears in 1 contract
Duties of the Trust. (a) The Trust agrees reserves the right at any time to sell withdraw offering Shares of each Fund so long as it has Shares available for sale and any or all Series by written notice to cause the Trust's transfer agent to record on Xxxxxxxx Xxxxxxxx at its books the ownership of (or deliver certificates, if any, for) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor thereforprincipal office.
(b) The Trust shall determine in its sole discretion whether certificates shall be issued with respect to the Shares. If the Trust has determined that certificates shall be issued, the Trust will not cause certificates representing Shares to be issued unless so requested by shareholders. If such request is transmitted by Xxxxxxxx Xxxxxxxx, the Trust will cause certificates evidencing Shares to be issued in such names and denominations as Xxxxxxxx Xxxxxxxx shall from time to time direct.
(c) The Trust shall keep the Distributor Xxxxxxxx Xxxxxxxx fully informed with regard to the Trust's of its affairs and shall furnish make available to the Distributor Xxxxxxxx Xxxxxxxx copies of all information, financial statements statements, and other papers which Xxxxxxxx Xxxxxxxx may be necessary reasonably request for use in connection with the sale distribution of Shares Shares, including, without limitation, certified copies of the Funds, and this shall include one certified copy, upon request by the Distributor, of all any financial statements prepared for the Trust by its independent accountants public accountant and such reasonable number of copies of its the most current Prospectuses as may be necessary to accompany confirmation prospectus, statement of sales additional information, and annual and interim reports of any Series as Xxxxxxxx Xxxxxxxx may request, and Prospectuses the Trust shall cooperate fully in the efforts of Xxxxxxxx Xxxxxxxx to sell and arrange for delivery to existing shareholdersthe sale of the Shares of the Series and in the performance of Xxxxxxxx Xxxxxxxx under this Contract.
(cd) The Trust shall take, from time to time, such stepsall necessary action, including payment of the related filing fee, as may be necessary to register its the Shares under the 1933 Act to the end that there will be available for sale such number of Shares as the Distributor Xxxxxxxx Xxxxxxxx may be expected to sell. The Trust agrees to file file, from time to time time, such amendments, reports reports, and other 3 documents as may be necessary in order that there may will be no untrue statement of a material fact in a the Registration Statement or ProspectusesStatement, or necessary in order that there may be no nor any omission to state of a material fact in the Registration Statement or Prospectuses which omission would make the statements therein misleading.
(de) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the Shares of each Fund Series for sale under the securities laws of such states or other jurisdictions as the Distributor Xxxxxxxx Xxxxxxxx and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or dealer in such statesjurisdictions; provided that the Trust shall not be required to amend its Declaration of Trust Instrument or By-laws Laws to comply with the laws of any statejurisdiction, to maintain an office in any statejurisdiction, to change the terms of the offering of the Shares in any state jurisdiction from the terms set forth in its Registration Statement and ProspectusesStatement, to qualify as a foreign corporation in any state jurisdiction, or to consent to service of process in any state jurisdiction other than with respect to claims arising out of the offering of the Shares. The Distributor Xxxxxxxx Xxxxxxxx shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Samples: Distribution Contract (Mitchell Hutchins Lir Money Series)
Duties of the Trust. (a) The Trust agrees to sell the Shares of each Fund the Series so long as it has such Shares available for sale and to cause issue, if requested by the purchaser and if provided for by the Trust's transfer agent to record on its books , certificates for the ownership Shares of (or deliver certificatesthe Series, if any, for) such Shares registered in such names and amounts as the Distributor has requested in writing or other means of data transmissionwriting, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor therefor. The Trust may at any time withdraw offerings of the Shares of one or more Series by notice to the Distributor.
(b) The Trust shall keep the Distributor fully informed with regard to its affairs and the Trust's affairs of the Series and shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may be necessary reasonably request for use in connection with the sale of Shares distribution of the FundsShares. This shall include, and this shall include without limitation, one certified copy, upon request by the Distributor, copy of all financial statements prepared for of the Trust and the Series prepared by independent accountants and such reasonable number of copies of its most current Prospectuses as may be necessary to accompany confirmation of sales Prospectus, and annual and interim reports as the Distributor may request. The Trust shall cooperate fully in the efforts of the Distributor to arrange for the sale of the Shares and Prospectuses for delivery to existing shareholdersin the performance of the Distributor's duties under this Agreement.
(c) The Trust shall take, from time to time, all necessary action to fix the number of authorized Shares of the Series and such steps, including payment of the related filing feefees, as may be necessary to register its Shares the same under the 1933 Act to the end so that there will be available for sale such number of Shares of the Series as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or ProspectusesProspectus, or necessary in order that there may be no omission to state a material fact 5 in the Registration Statement or Prospectuses Prospectus which omission would make the statements therein therein, in light of the circumstances under which they were made, misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the qualification of any an appropriate number of the Shares of each Fund the Series for sale under the securities laws of such states as the Distributor and the Trust may approve, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker broker, dealer or dealer agent in such states; provided that the Trust shall not be required to amend its the Declaration of Trust or its By-laws Laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the Shares of the Series in any state from the terms set forth in its Registration Statement and Prospectusesor Prospectus, to qualify as a foreign corporation corporation, business trust or similar entity in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the SharesShares of the Series. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Samples: Principal Underwriting Agreement (Gradison Growth Trust)
Duties of the Trust. (a) The Trust agrees to sell Shares of each Fund its Funds so long as it has Shares available for sale and to cause the Trust's transfer agent its Transfer Agent to record on its books the ownership of (or deliver certificatesissue, if anyrequested by the purchaser, for) such certificates for Shares of its Funds, registered in such names and amounts as the Distributor has requested in writing or other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor thereforthereof.
(b) The Trust shall keep the Distributor fully informed with regard to the Trust's its affairs and shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may be necessary reasonably request for use in connection with the distribution of Shares of the Funds. This shall include, without limitation, one certified copy of all financial statements of the Funds prepared by independent accountants and such reasonable number of copies of a Fund's most current Prospectus, the Statement of Additional Information and annual and interim reports as the Distributor may request. The Trust shall cooperate fully in the efforts of the Distributor to arrange for the sale of Shares of the Funds, Funds and in the performance of the Distributor under this shall include one certified copy, upon request by the Distributor, of all financial statements prepared for the Trust by independent accountants and such number of copies of its most current Prospectuses as may be necessary to accompany confirmation of sales and annual and interim reports and Prospectuses for delivery to existing shareholdersAgreement.
(c) The Trust shall take, from time to time, such stepsall necessary action to register the Shares of the Funds under the 1933 Act, including payment payments of the related filing feefees, as may be necessary to register its Shares under the 1933 Act to the end so that there will be available for sale such number of Shares of the Funds as the Distributor may be expected to sell. The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a the Registration Statement or ProspectusesProspectus of a Fund, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses Prospectus of a Fund which omission would make the statements therein therein, in light of the circumstances under which they were made, misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, Trust shall use its best efforts to qualify and maintain the registration and qualification of any an appropriate number of the Shares of each Fund the Funds and the Trust for sale under the securities laws of such states as the Distributor and the Trust may approveshall designate, and, if necessary or appropriate in connection therewith, to qualify and maintain the qualification of the Trust as a broker or broker- dealer in such states; provided that the Trust shall not be required to amend its Declaration of Trust or By-laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the Shares in any state from the terms set forth in its Registration Statement and Prospectuses, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the Shares. The Distributor shall furnish such information and other material relating to its affairs and activities as may be required requested by such Co-Administrator the Trust in connection with such qualifications.
Appears in 1 contract
Duties of the Trust. (a) The Trust agrees shall be responsible for all fees and expenses relating to, and for using its best efforts to sell Shares effect, the execution of each Fund so long as it has Shares available for sale and to cause documents, the provision of information, the amendment of the Trust's transfer agent to record on its books the ownership of (or deliver certificates, if any, for) such Shares registered in such names ’s Registration Statement and amounts as the Distributor has requested in writing or all other means of data transmission, as promptly as practicable after receipt by the Trust of the net asset value thereof and written request of the Distributor therefor.
(b) The Trust shall keep the Distributor fully informed with regard to the Trust's affairs and shall furnish to the Distributor copies of all information, financial statements and other papers which actions that may be necessary for use in connection with the sale registration of Shares of the Funds, and this shall include one certified copy, upon request by the Distributor, of all financial statements prepared for the Trust by independent accountants and such number of copies of its most current Prospectuses as may be necessary to accompany confirmation of sales and annual and interim reports and Prospectuses for delivery to existing shareholders.
(c) The Trust shall take, from time to time, such steps, including payment of the related filing fee, as may be necessary to register its Shares under the 1933 Act to and of the end that there will be available for sale such number of Shares as Trust under the Distributor may be expected to sell. 1940 Act.
b) The Trust agrees to file from time to time such amendments, reports and other documents as may be necessary in order that there may be no untrue statement of a material fact in a Registration Statement or Prospectuses, or necessary in order that there may be no omission to state a material fact in the Registration Statement or Prospectuses which omission would make the statements therein misleading.
(d) The Trust, through Funds Distributor, Inc. as Co- Administrator, shall use its best efforts to qualify and maintain the qualification of any appropriate number of the Shares of each Fund for sale under the securities laws of notify such states as the Distributor and the Trust may approve, and, if necessary or approve of its intention to sell any appropriate in connection therewith, to qualify and maintain the qualification number of the Trust as a broker or dealer in such statesits Shares; provided that the Trust shall not be required to amend its Declaration of Trust or By-laws Laws to comply with the laws of any state, to maintain an office in any state, to change the terms of the offering of the its Shares in any state from the terms set forth in its Registration Statement and ProspectusesStatement, to qualify as a foreign corporation in any state or to consent to service of process in any state other than with respect to claims arising out of the offering of the its Shares. Any such notification may be withheld, terminated or withdrawn by the Trust at any time in its discretion.
c) The Trust shall, at its expense, keep the Distributor shall furnish such information and other material relating fully informed with regard to its affairs and activities as in connection therewith shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may be required by such Co-Administrator reasonably request for use in connection with the distribution of Shares, including such qualificationsreasonable number of copies of its prospectus and annual and semi-annual reports as the Distributor may request and shall cooperate fully in the efforts of the Distributor to sell and arrange for the sale of the Shares and in the performance of the Distributor under this Agreement.
d) The Trust agrees to advise the Distributor as promptly as is reasonably practicable of any stop order issued by the SEC that suspends the effectiveness of the Registration Statement or of the initiation of any proceeding for that purpose. Should such a stop order be issued by the SEC, no Shares shall be offered by either the Distributor or the Trust under any of the provisions of this Agreement and no orders for the purchase or sale of Shares hereunder shall be accepted by the Trust for as long as (i) the effectiveness of the Registration Statement or any necessary amendments thereto is suspended under any of the provisions of the 1933 Act, and/or (ii) a current prospectus, as required by Section 10(b) of the 1933 Act is not on file with the SEC; provided, however, that nothing contained herein shall in any way restrict or have any bearing on the Trust’s obligation to process orders and repurchase Shares from any shareholder in accordance with the provisions of the Trust’s Registration Statement or the Trust’s Declaration of Trust.
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Samples: Distribution Agreement (Thrivent Church Loan & Income Fund)
