Common use of Effective Period and Termination Clause in Contracts

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolio, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administrator’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio (or its respective successor), the Administrator shall pay the Sub-Administrator its compensation due under the terms hereof as of the date of such termination and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio and distribution of such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the Fund’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viable, (b) a merger of a Fund or Portfolio into, or the consolidation of a Fund or Portfolio with, another entity, or (c) the sale by a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 9 contracts

Samples: Sub Administration Agreement (Federated Hermes Fixed Income Securities, Inc.), Sub Administration Agreement (Federated Hermes Insurance Series), Sub Administration Agreement (Federated Hermes Fixed Income Securities, Inc.)

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Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 three years from the effective date (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator State Street its compensation due and shall reimburse Sub-Administrator State Street for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator State Street is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator State Street its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator State Street for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator State Street will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator State Street is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or PortfolioFund.

Appears in 6 contracts

Samples: Service Agreement (Sma Relationship Trust), Service Agreement (Pace Select Advisors Trust), Service Agreement (Ubs Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28July 31, 2015 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms continue in full force and effect until terminated by either party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner than (eachi) 60 days after the date of such delivery or mailing by Administrator, a “Renewal Term”and (ii) unless a written notice 180 days after the date of non-renewal is delivered such delivery or mailing by the nonSub-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may beAdministrator. During the Initial Term and thereafter, either party may terminate this AgreementAgreement if: (i) in the event of the other party’s material breach of party materially breaches a material provision of this the Agreement that the other party has and either (a) failed fails to cure or (b) failed fails to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written discovery of such breach (and if such discovery is made by the non-breaching party, notice of such breach), or (ii) the Sub-Administrator fails to provide an element of the services that is mutually characterized as a Critical Service, which failure is directly within Sub-Administrator’s control, and Sub-Administrator has failed to cure as soon as practicable, but no later than 30 days after notice of such failure, unless otherwise agreed to by the parties (and 5 days in the event case of an annual update to a Form N-1A amendment, or a filing of a Form N-SAR, N-CSR or N-Q), (iii) Sub-Administrator fails to provide a Critical Service two (2) or more times during any calendar year or five (5) or more times during the term of the Agreement, regardless of whether cured, which failure is directly within Sub-Administrator’s control; or (iv) for one party there has been the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a any Company, Fund or any PortfolioAccount, the Administrator or applicable Fund or Portfolio shall pay the Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In During the Initial Term, in the event of: of (i) the Administrator’s termination of this the Agreement with respect to a Company, Fund or its Portfolio(s) Account for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Company, Fund or Portfolio Account (or its respective successor), as applicable, the Administrator shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of Initial Term (based upon the average monthly compensation previously earned by Sub-Administrator with respect to such termination Company, Fund or Account) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth hereindisbursements through that termination date. For the avoidance of doubt, no payment will be required related to one or more Companies, Funds or Accounts pursuant to clause (ii) of this paragraph in the event of with respect to any non-recurring transaction such as (a) the liquidation or dissolution of a Company, Fund or Portfolio Account and distribution of such Fund’s or Portfolioentity’s assets as a result of approved by the applicable Board of Trustees of the Fund’s determination in its reasonable business judgment for that such Fund or Portfolio is no longer viableentity, (b) a merger of a Company, Fund or Portfolio Account into, or the consolidation of a Company, Fund or Portfolio Account with, another entity, or (c) the sale by a Company, Fund or Portfolio Account of all, or substantially all, of the Fund’s or Portfoliosuch entity’s assets to another entity, in each regardless of (b) and (c) where the whether Sub-Administrator is retained to continue providing services to such Company, Fund or Portfolio Account (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Company, Fund or Portfolio Account shall in no way affect the rights and duties under this Agreement with respect to any other Company, Fund or PortfolioAccount. The provisions of Sections 6 and 8 of this Agreement shall survive termination of this Agreement for any reason. Upon any termination of services hereunder (whether as to only certain Companies, Funds or Accounts or as to all services under this Agreement), the Sub-Administrator shall take commercially reasonable steps, for such additional compensation as may be agreed to by the Parties, to transfer the books and records and any other property of the applicable entity held hereunder to a successor provider of fund administration services and to provide reasonable assistance in connection with the transition, provided however, that such reasonable assistance shall be limited to a period of one hundred and eighty (180) days, or such longer period and at such additional reasonable compensation as the parties may agree upon.

Appears in 5 contracts

Samples: Master Sub Administration Services Agreement (Ge Investments Funds Inc), Master Sub Administration Services Agreement (Elfun Tax Exempt Income Fund), Master Sub Administration Services Agreement (Elfun Income Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28March 3, 2015 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a any Fund or any Portfolio, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator Custodian its compensation due and shall reimburse Sub-Administrator Custodian for its costs, expenses and disbursements. In the event of: (i) the Administrator’s any Fund's termination of this Agreement with respect to a such Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Custodian is not retained to continue providing services hereunder to a Fund or Portfolio (or its respective successor), the Administrator applicable Fund shall pay the Sub-Administrator Custodian its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Custodian with respect to such termination Fund or Portfolio) and shall reimburse the Sub-Administrator Custodian for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Custodian will deliver the such Fund’s such or Portfolio’s records securities and cash as set froth hereinforth hereinbelow. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or a Portfolio and distribution of such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or Portfolio is no longer viable, viable (b) a merger of a Fund or Portfolio into, or the consolidation of a Fund or Portfolio with, another entity, or (c) the sale by a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Custodian is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio. The provisions of Sections 14 and 15 and the indemnification obligations of Section 6 of this Agreement shall survive termination of this Agreement for any reason.

Appears in 5 contracts

Samples: Master Custodian Agreement (Rivernorth Opportunities Fund, Inc.), Master Custodian Agreement (RiverNorth Specialty Finance Corp), Master Custodian Agreement (RiverNorth/DoubleLine Strategic Opportunity Fund, Inc.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28March 23, 2015 2018 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During In any event, except as otherwise agreed to in writing by the parties hereto, during the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund any Trust or any PortfolioFund, the Administrator applicable Trust or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administratora Trust’s termination of this Agreement with respect to a Fund such Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator applicable Trust or Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to such termination Trust or Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement or if there is a reasonable dispute about the amount of such payment or reimbursement, the Sub-Administrator will deliver the such Trust’s or Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Trust or Fund or Portfolio and distribution of such Funda Trust’s or PortfolioFund’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Trust or Fund or Portfolio is no longer viable, viable (b) a merger of a Trust or Fund or Portfolio into, or the consolidation of a Trust or Fund or Portfolio with, another entity, or (c) the sale by a Trust or Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Trust or Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Trust or Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund Trust or PortfolioFund.

Appears in 5 contracts

Samples: Master Administration Agreement (Fpa Paramount Fund Inc), Master Administration Agreement (Fpa New Income Inc), Master Administration Agreement (Fpa Capital Fund Inc)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28July 31, 2015 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms continue in full force and effect until terminated by either party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner than (eachi) 60 days after the date of such delivery or mailing by a Company or GEAM on behalf of an Account, a “Renewal Term”and (ii) unless a written notice 180 days after the date of non-renewal is delivered such delivery or mailing by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may beAccounting Agent. During the Initial Term and thereafter, either party may terminate this AgreementAgreement if: (i) in the event of the other party’s material breach of party materially breaches a material provision of this the Agreement that the other party has and either (a) failed fails to cure or (b) failed fails to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written discovery of such breach (and if such discovery is made by the non-breaching party, notice of such breach), or (ii) in the event Accounting Agent fails to provide an element of the services that is mutually characterized as a Critical Service, which failure is directly within Accounting Agent’s control, and Accounting Agent has failed to cure as soon as practicable, but no later than 30 days after notice of such failure, unless otherwise agreed to by the parties, (iii) Accounting Agent fails to provide a Critical Service two (2) or more times during any calendar year or five (5) or more times during the term of the Agreement, regardless of whether cured, which failure is directly within Accounting Agent’s control; or (iv) for one party there has been the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a any Company, Fund or any PortfolioAccount, the Administrator applicable Company (if a termination with respect to a Company or Fund) or GEAM on behalf of the applicable Fund or Portfolio Account shall pay Sub-Administrator Accounting Agent its compensation due and shall reimburse Sub-Administrator Accounting Agent for its costs, expenses and disbursements. In During the Initial Term, in the event of: of (i) the Administratora Company’s or Account’s termination of this the Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Accounting Agent is not retained to continue providing services hereunder to a Company, Fund or Portfolio Account (or its respective successor), as applicable, the Administrator Company (if a termination with respect to a Company or Fund) or the applicable Account shall pay the Sub-Administrator Accounting Agent its compensation due under through the terms hereof as end of the date of Initial Term (based upon the average monthly compensation previously earned by Accounting Agent with respect to such termination Company or Fund or Account) and shall reimburse the Sub-Administrator Accounting Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth hereindisbursements through that termination date. For the avoidance of doubt, no payment will be required related to one or more Companies, Funds or Accounts pursuant to clause (ii) of this paragraph in the event of with respect to any non-recurring transaction such as (a) the liquidation or dissolution of a Company, Fund or Portfolio Account and distribution of such Fund’s or Portfolioentity’s assets as a result of approved by the applicable Board of Trustees of the Fund’s determination in its reasonable business judgment for that such Fund or Portfolio is no longer viableentity, (b) a merger of a Company, Fund or Portfolio Account into, or the consolidation of a Company, Fund or Portfolio Account with, another entity, or (c) the sale by a Company, Fund or Portfolio Account of all, or substantially all, of the Fund’s or Portfoliosuch entity’s assets to another entity, in each regardless of (b) and (c) where the Sub-Administrator whether Accounting Agent is retained to continue providing services to such Company, Fund or Portfolio Account (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 4 contracts

Samples: Master Accounting Services Agreement (Elfun Tax Exempt Income Fund), Master Accounting Services Agreement (Elfun International Equity Fund), Master Accounting Services Agreement (Ge Investments Funds Inc)

Effective Period and Termination. This Agreement The appointment of Onyx as custodian shall remain become effective as of the Closing Date and shall continue in full force and effect for an initial term ending February 28, 2015 until the earlier of (i) the “Initial Term”). After the expiration execution of the Initial Term, Appointment of Custodian or (ii) the Class A-4 Final Scheduled Distribution Date. If Onyx shall subsequently resign as Servicer in accordance with the terms of this Agreement or if all of the rights and obligations of the Servicer shall automatically renew for successive one-year terms (eachhave been terminated pursuant to Section 7.01, a “Renewal Term”) unless a written notice the appointment of non-renewal is delivered the Servicer as Custodian may be terminated by the non-renewing party no later Insurer, or if an Insurer Default has occurred and is continuing, by Holders evidencing not less than ninety (90) days prior to the expiration 25% of the Initial Term outstanding principal amount of the Notes, acting together as a single Class, or any Renewal Termby the Indenture Trustee. As soon as practicable after termination of the Servicer or the Custodian, as the case may be. During terminated Servicer or Custodian, at its expense, shall upon the Initial Term and thereafter, either party may terminate this Agreement: instructions of the Indenture Trustee deliver or cause the delivery of (i) in the event case of the other party’s material breach of a material provision of this Agreement that Servicer, all Contract Files to the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or Person appointed Successor Servicer and (ii) in the event case of the appointment of a conservator or receiver for the other party or upon the happening of a like event Custodian, all Contract Documents to the other party Person named in the Appointment of Custodian (in each case, including those held in microfiche or electronic form) and shall cooperate in good faith to effect such delivery. The foregoing notwithstanding, if the Servicer is acting as Custodian, the Servicer shall, at the request of the Insurer, deliver the Contract Documents to or at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolio, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administrator’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio (or its respective successor), the Administrator shall pay the Sub-Administrator its compensation due under the terms hereof as of the date of such termination and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph Indenture Trustee in the event of that such delivery is required by any transaction such as (a) Rating Agency to consider the liquidation or dissolution of a Fund or Portfolio and distribution of such Fund’s or Portfolio’s assets as a result Notes investment grade without consideration of the Board of Trustees of the Fund’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viable, (b) a merger of a Fund or Portfolio into, or the consolidation of a Fund or Portfolio with, another entity, or (c) the sale by a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or PortfolioPolicy.

Appears in 4 contracts

Samples: Sale and Servicing Agreement (Onyx Acceptance Financial Corp), Sale and Servicing Agreement (Onyx Acceptance Financial Corp), Sale and Servicing Agreement (Onyx Acceptance Financial Corp)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28March 30, 2015 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any PortfolioCompany, the Administrator or applicable Fund or Portfolio such Company shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Administratora Company’s termination of this Agreement with respect to a Fund or its Portfolio(s) such Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund or Portfolio such Company (or its respective successor), the Administrator such Company shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to such termination Company) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s such PortfolioCompany’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio Company and distribution of such Fund’s or PortfolioCompany’s assets as a result of the Board of Trustees of the FundCompany’s determination in its reasonable business judgment that such Fund or Portfolio Company is no longer viable, (b) a merger of a Fund or Portfolio such Company into, or the consolidation of a Fund or Portfolio such Company with, another entity, or (c) the sale by a Fund or Portfolio such Company of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to such Fund or Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to any other Fund or PortfolioCompany.

Appears in 3 contracts

Samples: Transfer Agency and Service Agreement (Partners Group Private Equity (Institutional TEI), LLC), Transfer Agency and Service Agreement (Partners Group Private Equity (TEI), LLC), Transfer Agency and Service Agreement (Partners Group Private Equity, LLC)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28June 30, 2015 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a the Fund or any Portfolio, the Administrator Fund or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a the Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a the Fund or a Portfolio (or its respective successor), the Administrator Fund or applicable Portfolio shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by the Administrator with respect to the Fund or such termination Portfolio) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s or such PortfolioFund’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or a Portfolio and distribution of such the Fund’s or Portfoliosuch Fund’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or such Portfolio is no longer viable, viable (b) a merger of a the Fund or a Portfolio into, or the consolidation of a the Fund or a Portfolio with, another entity, or (c) the sale by a the Fund or a Portfolio of all, or substantially all, of the Fund’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such the Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 3 contracts

Samples: Administration Agreement (Blackstone Alternative Alpha Master Fund), Administration Agreement (Blackstone Alternative Alpha Fund II), Administration Agreement (Blackstone Alternative Alpha Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28December 31, 2015 2023 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Fund, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s records as set forth herein. In the event of: (i) the Administrator’s termination of this Agreement with respect to a the Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a the Fund or Portfolio (or its respective successor), the Administrator shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Sub-Administrator with respect to the Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or Portfolio and distribution of such the Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such to liquidate the Fund or Portfolio is due to it no longer being viable, (b) a merger of a the Fund or Portfolio into, or the consolidation of a the Fund or Portfolio with, another entity, or (c) the sale by a the Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such the Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or PortfolioFund.

Appears in 3 contracts

Samples: Sub Administration Agreement (MassMutual Access Pine Point Fund), Sub Administration Agreement (MassMutual Access Pine Point Fund), Sub Administration Agreement (MassMutual Access Pine Point Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 five (5) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms continue in full force and effect until terminated by either party by an instrument in writing delivered to the other party, such termination to take effect not sooner than sixty (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (9060) days prior to after the expiration date of the Initial Term such delivery or any Renewal Term, as the case may bemailing. During the Initial Term and thereafter, either party may immediately terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a the Fund or any Portfolio, the Administrator or applicable Fund or Portfolio shall pay Sub-the Administrator its compensation due and shall reimburse Sub-the Administrator for its costs, expenses and disbursements. In addition, the event of: (i) the Administrator’s termination of Fund may terminate this Agreement during the Initial Term and thereafter with respect to a Fund Portfolio if, in the Fund’s reasonable opinion, the Administrator has persistently not achieved the performance measures set forth in any service level document (a “Service Level Document”) that may be established in good faith by the parties as key identified performance measures, and a plan or its Portfolio(s) for any reason other than as revised plan has not been put into place in accordance with the following procedures: In the event that the Administrator has persistently not met the key identified performance measures set forth in the immediately preceding paragraph or Service Level Document during any two months of any calendar quarter (ii) a transaction not as such failure is set forth in the ordinary course Service Level Document), the Fund may, in its discretion, submit a written deficiency notice to the Administrator outlining the performance deficiencies (“Deficiency Notice”). Such Deficiency Notice shall be provided to the Administrator within 20 days of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio (or its respective successor)end of such calendar quarter. After receipt of such notice, the Administrator shall pay present the Sub-Administrator its compensation due under Fund with a written plan (the terms hereof as “Plan”) to address the deficiencies set forth in the Deficiency Notice. Such Plan must be provided to the Fund within 30 days after receipt of the date Deficiency Notice. If the Administrator fails to submit a Plan within such 30-day period, the Fund may terminate this Agreement upon 60 days’ written notice to the Administrator. The Fund, in its discretion, may accept or reject the Plan by notifying the Administrator in writing (“Plan Notice”) within 15 days after receipt of the Plan. If the Fund fails to provide a Plan Notice within such 15-day period, it shall be presumed that the Fund accepted the Plan. In the event the Fund submits a Plan Notice rejecting the Plan, the Administrator shall submit a revised plan (“Revised Plan”) within 30 days after provision of such termination and shall reimburse Plan Notice. If the SubAdministrator fails to submit a Revised Plan within such 30-day period, the Fund may terminate the Agreement upon 60 days’ written notice to the Administrator. The Fund, in its discretion, may accept or reject the Revised Plan by notifying the Administrator for its reasonable costs, expenses and disbursements. Upon in writing (“Revised Plan Notice”) within 15 days after receipt of the Revised Plan. If the Fund fails to provide a Revised Plan Notice within such payment and reimbursement15-day period, it shall be presumed that the Fund accepted the Revised Plan. If the Fund provides a Revised Plan Notice to the Administrator that rejects the Revised Plan, the Sub-Fund may, in its discretion, terminate this Agreement upon 60 days’ written notice to the Administrator. Such termination notice must be submitted to the Administrator will deliver the Fund’s such Portfolio’s records as set froth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio and distribution of such Fund’s or Portfolio’s assets as a result within 60 days after provision of the Board of Trustees of the Fund’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viable, (b) a merger of a Fund or Portfolio into, or the consolidation of a Fund or Portfolio with, another entity, or (c) the sale by a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this AgreementRevised Plan Notice. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Fund or any other Portfolio. As soon as reasonably practicable following the termination or expiration of this Agreement, the Administrator agrees to transfer such records and related supporting documentation as are held by it under this Agreement to any replacement provider of the services or to such other person as the Fund or Portfoliomay direct. If directed by the Fund, the Administrator will provide the services hereunder until a replacement administrator is in place, for a reasonable period of time up to nine (9) months, subject to the terms of this Agreement, including compensation. The Administrator will also provide reasonable assistance to its successor, for such transfer, subject to the payment of such reasonable expenses and charges as the Administrator customarily charges for such assistance.

Appears in 3 contracts

Samples: Administration Agreement (Dfa Investment Trust Co), Administration Agreement (Dimensional Investment Group Inc), Administration Agreement (Dfa Investment Dimensions Group Inc)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28June 9, 2015 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety sixty (9060) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be, or such shorter period as the Parties may agree. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund Fund. If a successor administrator for one or Portfoliomore Funds shall be appointed by the Board of the Trust, the Administrator and the Trust, on behalf of any applicable Fund(s) agree, upon termination and the Administrator’s receipt of instructions from the Trust, to reasonably cooperate to deliver to such successor Administrator, the records of the Trust and/or the Funds as reasonably requested by the Trust. Each of the Administrator and the Trust, on behalf of any applicable Fund(s), agrees to reasonably cooperate with the successor administrator in the execution of such documents and the performance of such other necessary actions as may reasonably be requested by the successor administrator or the Trust in order to substitute the successor administrator for the Administrator, provided, however, that any special or unduly burdensome arrangements, and any expenses associated therewith, shall be subject to good faith negotiation and mutual agreement by the parties hereto. All reasonable out-of-pocket expenses associated with the transfer of the administration services hereunder upon termination hereof shall be borne by the respective Funds (except as may be specifically and mutually agreed in writing by the parties in relation to such special arrangements).

Appears in 3 contracts

Samples: Administration Agreement (Guardian Variable Products Trust), Administration Agreement, Administration Agreement (Guardian Variable Products Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28June 9, 2015 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety sixty (9060) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be, or such shorter period as the Parties may agree. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund Fund. If a successor transfer agent for one or Portfoliomore Funds shall be appointed by the Board of the Trust, the Transfer Agent and the Trust, on behalf of any applicable Fund(s) agree, upon termination and the Transfer Agent’s receipt of instructions from the Trust, to reasonably cooperate to deliver to such successor Transfer Agent, the records of the Trust and/or the Funds as reasonably requested by the Trust. Each of the Transfer Agent and the Trust, on behalf of any applicable Fund(s), agrees to reasonably cooperate with the successor transfer agent in the execution of such documents and the performance of such other necessary actions as may reasonably be requested by the successor transfer agent or the Trust in order to substitute the successor transfer agent for the Transfer Agent, provided, however, that any special or unduly burdensome arrangements, and any expenses associated therewith, shall be subject to good faith negotiation and mutual agreement by the parties hereto. All reasonable out-of-pocket expenses associated with the transfer of the transfer agency services hereunder upon termination hereof shall be borne by the respective Funds (except as may be specifically and mutually agreed in writing by the parties in relation to such special arrangements).

Appears in 3 contracts

Samples: Transfer Agency and Service Agreement (Guardian Variable Products Trust), Agency and Service Agreement, Transfer Agency and Service Agreement (Guardian Variable Products Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28July 31, 2015 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms continue in full force and effect until terminated by either party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner than (eachi) 60 days after the date of such delivery or mailing by a Company or GEAM on behalf of an Account, a “Renewal Term”and (ii) unless a written notice 180 days after the date of non-renewal is delivered such delivery or mailing by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may beAccounting Agent. During the Initial Term and thereafter, either party may terminate this AgreementAgreement if: (i) in the event of the other party’s material breach of party materially breaches a material provision of this the Agreement that the other party has and either (a) failed fails to cure or (b) failed fails to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written discovery of such breach (and if such discovery is made by the non-breaching party, notice of such breach), or (ii) in the event Accounting Agent fails to provide an element of the services that is mutually characterized as a Critical Service, which failure is directly within Accounting Agent’s control, and Accounting Agent has failed to cure as soon as practicable, but no later than 30 days after notice of such failure, unless otherwise agreed to by the parties, (iii) Accounting Agent fails to provide a Critical Service two (2) or more times during any calendar year or five (5) or more times during the term of the Agreement, regardless of whether cured, which failure is directly within Accounting Agent’s control; or (iv) for one party there has been the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a any Company, Fund or any PortfolioAccount, the Administrator applicable Company (if a termination with respect to a Company or Fund) or GEAM on behalf of the applicable Fund or Portfolio Account shall pay Sub-Administrator Accounting Agent its compensation due and shall reimburse Sub-Administrator Accounting Agent for its costs, expenses and disbursements. In During the Initial Term, in the event of: of (i) the Administratora Company’s or Account’s termination of this the Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Accounting Agent is not retained to continue providing services hereunder to a Company, Fund or Portfolio Account (or its respective successor), as applicable, the Administrator Company (if a termination with respect to a Company or Fund) or the applicable Account shall pay the Sub-Administrator Accounting Agent its compensation due under through the terms hereof as end of the date of Initial Term (based upon the average monthly compensation previously earned by Accounting Agent with respect to such termination Company or Fund or Account) and shall reimburse the Sub-Administrator Accounting Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth hereindisbursements through that termination date. For the avoidance of doubt, no payment will be required related to one or more Companies, Funds or Accounts pursuant to clause (ii) of this paragraph in the event of with respect to any non-recurring transaction such as (a) the liquidation or dissolution of a Company, Fund or Portfolio Account and distribution of such Fund’s or Portfolioentity’s assets as a result of approved by the applicable Board of Trustees of the Fund’s determination in its reasonable business judgment for that such Fund or Portfolio is no longer viableentity, (b) a merger of a Company, Fund or Portfolio Account into, or the consolidation of a Company, Fund or Portfolio Account with, another entity, or (c) the sale by a Company, Fund or Portfolio Account of all, or substantially all, of the Fund’s or Portfoliosuch entity’s assets to another entity, in each regardless of (b) and (c) where the Sub-Administrator whether Accounting Agent is retained to continue providing services to such Company, Fund or Portfolio Account (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Company, Fund or Portfolio Account shall in no way affect the rights and duties under this Agreement with respect to any other Company, Fund or PortfolioAccount. The provisions of Sections 6 and 8 of this Agreement shall survive termination of this Agreement for any reason.

Appears in 2 contracts

Samples: Master Accounting Services Agreement (Elfun Money Market Fund), Master Accounting Services Agreement (Ge Institutional Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28May 1, 2015 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a the Fund or any Portfolio, the Administrator Fund or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a the Fund or its Portfolio(sPortfolio (s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a the Fund or a Portfolio (or its respective successor), the Administrator Fund or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Fund or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or a Portfolio and distribution of such the Fund’s or such Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or such Portfolio is no longer viable, (b) a merger of a the Fund or a Portfolio into, or the consolidation of a the Fund or a Portfolio with, another entity, or (c) the sale by a the Fund or a Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Fund such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Fund or any other Fund or Portfolio.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement, Agency and Service Agreement (Blackstone Alternative Investment Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 three (3) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (eachmay be terminated by either party by an instrument in writing delivered or mailed, a “Renewal Term”) unless a written notice of non-renewal is delivered by postage prepaid to the non-renewing party no later other party, such termination to take effect not sooner than ninety (90) days prior to after the expiration date of the Initial Term such delivery or any Renewal Term, as the case may bemailing. During the Initial Term and thereafter, (A) either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, or (B) the Trust may terminate this Agreement by providing not less than sixty (60) days’ prior written notice to the Transfer Agent that it intends to engage an affiliate of the Trust’s investment adviser to perform the services contemplated by this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In During the Initial Term, in the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of Initial Term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that continuation of the Trust or such Fund or Portfolio is no longer viable, not in the best interest of the Trust or Portfolio; (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c), (X) where an affiliate of the Trust investment adviser is retained to provide services to the Trust or such Portfolio (or its respective successor), or (Y) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (John Hancock Exchange-Traded Fund Trust), Transfer Agency and Service Agreement (John Hancock Exchange-Traded Fund Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28January 15, 2015 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety one-hundred twenty (90120) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a the Fund or any Portfolio, the Administrator Fund or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a the Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a the Fund or a Portfolio (or its respective successor), the Administrator Fund or applicable Portfolio shall reimburse the Custodian for its costs, expenses and disbursements and reasonable counsel fees and, if either (i) or (ii) occur during the Initial Term, pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of Initial Term (based upon the average monthly compensation previously earned by the Administrator with respect to the Fund or such termination and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursementsPortfolio). Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s or such PortfolioFund’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or a Portfolio and distribution of such the Fund’s or Portfoliosuch Fund’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or such Portfolio is no longer viable, viable (b) a merger of a the Fund or a Portfolio into, or the consolidation of a the Fund or a Portfolio with, another entity, or (c) the sale by a the Fund or a Portfolio of all, or substantially all, of the Fund’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such the Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 2 contracts

Samples: Administration Agreement (Blackstone Real Estate Income Fund), Administration Agreement (Blackstone Real Estate Income Fund II)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 three years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (Sprott ETF Trust), Transfer Agency and Service Agreement (Elevation ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28May 9, 2015 2023 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolio, the Administrator or applicable Fund or Portfolio Company shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorCompany’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund or Portfolio the Company (or its respective successor), the Administrator Company shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Company) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s such PortfolioCompany’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Company and distribution of such Fund’s or Portfoliothe Company’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio the Company is no longer viable, (b) a merger of a Fund or Portfolio the Company into, or the consolidation of a Fund or Portfolio the Company with, another entity, or (c) the sale by a Fund or Portfolio the Company of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to such Fund or Portfolio the Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (New Mountain Guardian IV Unlevered BDC, L.L.C.), Transfer Agency and Service Agreement (New Mountain Guardian IV BDC, L.L.C.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28October 14, 2015 2018 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (eachmay be terminated by either party by an instrument in writing delivered or mailed, a “Renewal Term”) unless a written notice of non-renewal is delivered by postage prepaid to the non-renewing party no later other party, such termination to take effect not sooner than ninety (90) days prior to after the expiration date of the Initial Term such delivery or any Renewal Term, as the case may bemailing. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In During the Initial Term, in the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of Initial Term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that continuation of the Trust or such Fund or Portfolio is no longer viablenot in the best interest of the Trust or Portfolio, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (Natixis ETF Trust II), Transfer Agency and Service Agreement (Natixis ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 five (5) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of that the appointment of other party is adjudged bankrupt or insolvent, or there shall be commenced against such party a case under any applicable bankruptcy, insolvency or other similar law, or a conservator or receiver is appointed for the other such party or upon the happening of a like event to the other such party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolioparagraph, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-Administrator the Transfer Agent its compensation due and shall reimburse Sub-Administrator the Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement Agreement, with or without notice, with respect to a any Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a such Fund or Portfolio (or its respective successor), the Administrator Trust shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Fund) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) the first sentence of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or Portfolio and distribution of such the Fund’s or Portfolio’s assets as a result of the Board of Trustees of Sponsor’s good faith determination that the Fund’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viable, (b) a merger of a the Fund or Portfolio into, or the consolidation of a the Fund or Portfolio with, another entity, or (c) the sale by a the Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to such the Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (AccuShares Commodities Trust I), Transfer Agency and Service Agreement (AccuShares Commodities Trust I)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28October 16, 2015 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any PortfolioCompany, the Administrator or applicable Fund or Portfolio such Company shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administratora Company’s termination of this Agreement with respect to a Fund or its Portfolio(s) Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Company (or its respective successor), the Administrator Company shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Company) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolioeach Company’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio Company and distribution of such Fund’s or PortfolioCompany’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio the Company is no longer viable, viable (b) a merger of a Fund or Portfolio the Company into, or the consolidation of a Fund or Portfolio the Company with, another entity, or (c) the sale by a Fund or Portfolio the Company of all, or substantially all, of the Fund’s or PortfolioCompany’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio the Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to any other Fund or PortfolioCompany.

Appears in 2 contracts

Samples: Administration Agreement (Partners Group Growth, LLC), Administration Agreement (Partners Group Next Generation Infrastructure LLC)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28December 31, 2015 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 45 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Trust, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. Either party may, in its discretion, terminate this Agreement for any reason by giving the other party at least ninety (90) days prior written notice of termination. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator Trust shall pay the Sub-Administrator its compensation due under through the terms hereof as of the effective termination date of such this Agreement (prorated for the current year through the effective termination date based upon the average monthly compensation previously earned by Administrator with respect to the Trust) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such PortfolioTrust’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Trust and distribution of such Fund’s or Portfoliothe Trust’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viable, to liquidate the Trust (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or PortfolioTrust’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio the Trust (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 2 contracts

Samples: Administration Agreement (Coller Secondaries Private Equity Opportunities Fund), Form of Administration Agreement (Coller Secondaries Private Equity Opportunities Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 six (6) months from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms ) and thereafter may be terminated by either party hereto upon sixty (each, a “Renewal Term”60) unless a days’ prior written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may benotice. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a any Fund or any Portfolio, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator Custodian its compensation due and shall reimburse Sub-Administrator Custodian for its costs, expenses and disbursements. In the event of: (i) the Administratorany Fund’s termination of this Agreement with respect to a such Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Custodian is not retained to continue providing services hereunder to a Fund or Portfolio (or its respective successor), the Administrator applicable Fund shall pay the Sub-Administrator Custodian its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Custodian with respect to such termination Fund or Portfolio) and shall reimburse the Sub-Administrator Custodian for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Custodian will deliver the such Fund’s such or Portfolio’s records securities and cash as set froth hereinforth hereinbelow. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or a Portfolio and distribution of such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or Portfolio is no longer viable, viable (b) a merger of a Fund or Portfolio into, or the consolidation of a Fund or Portfolio with, another entity, or (c) the sale by a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Custodian is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio. The provisions of Sections 6, 14 and 15 of this Agreement shall survive termination of this Agreement for any reason.

Appears in 2 contracts

Samples: Master Custodian Agreement (BMO LGM Frontier Markets Equity Fund), Master Custodian Agreement (BMO Lloyd George Frontier Markets Equity Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 [_______] 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any PortfolioCompany, the Administrator or applicable Fund or Portfolio such Company shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administratora Company’s termination of this Agreement with respect to a Fund or its Portfolio(s) Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Company (or its respective successor), the Administrator Company shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Company) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolioeach Company’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio Company and distribution of such Fund’s or PortfolioCompany’s assets as a result of the Board of Trustees of the Fund’s members’ determination in its reasonable business judgment that such Fund or Portfolio the Company is no longer viable, viable (b) a merger of a Fund or Portfolio the Company into, or the consolidation of a Fund or Portfolio the Company with, another entity, or (c) the sale by a Fund or Portfolio the Company of all, or substantially all, of the Fund’s or PortfolioCompany’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio the Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to any other Fund or PortfolioCompany.

Appears in 2 contracts

Samples: Master Administration Agreement (Partners Group Private Equity, LLC), Master Administration Agreement (Partners Group Private Equity (TEI), LLC)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28December 31, 2015 2019 (the “Initial Term”). After Subject to the provisions of this Section 11, this Agreement shall, after the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund Trust or any Portfolio, the Administrator applicable Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Administratora Trust’s termination of this Agreement with respect to a Fund such Trust or one or more of its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund such Trust or Portfolio Portfolio(s) (or its respective successor), the Administrator applicable Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to such termination Trust or Portfolio(s)) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fundsuch Trust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund Trust or a Portfolio and distribution of such FundTrust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund Trust or Portfolio is no longer viable, (b) a merger of a Fund Trust or Portfolio into, or the consolidation of a Fund or Trust of Portfolio with, another entity, or (c) the sale by a Fund Trust or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to such Fund Trust or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Trust or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund Trust or any other Portfolio.

Appears in 2 contracts

Samples: Master Transfer Agency and Service Agreement (Hartford Funds NextShares Trust), Master Transfer Agency and Service Agreement (Hartford Funds Exchange-Traded Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28April 1, 2015 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety sixty (9060) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 twenty (20) days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction, (iii) upon the occurrence of a transaction not in the ordinary course of business pursuant to which the Administrator is not retained to continue providing services hereunder to the Company or a Portfolio (or its respective successor), including, without limitation, (x) a merger of the Company or a Portfolio into, or consolidation of the Company or a Portfolio with, another entity or (y) the liquidation or dissolution of the Company or a Portfolio and distribution of the Company’s or such Portfolio’s assets as a result of the Board’s determination, in its reasonable business judgment, that the Company or such Portfolio is no longer viable, and (iv) upon the occurrence of a sale by the Company or a Portfolio of all, or substantially all, of the Company’s or Portfolio’s assets to another entity. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Company or any Portfolio, the Administrator Company or applicable Fund or Portfolio shall pay Sub-the Administrator its compensation due through the date of termination and shall reimburse Sub-the Administrator for its costs, expenses and disbursementsdisbursements incurred through the date of termination. In the event of: (i) the Administrator’s termination of Company terminates this Agreement with respect to a Fund the Company or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio (or its respective successor)paragraph, the Administrator Company or applicable Portfolio shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by the Administrator with respect to the Company or such termination Portfolio) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt disbursements incurred through the date of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio and distribution of such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the Fund’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viable, (b) a merger of a Fund or Portfolio into, or the consolidation of a Fund or Portfolio with, another entity, or (c) the sale by a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreementtermination. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Company or any other Fund or Portfolio.

Appears in 2 contracts

Samples: Administration Agreement (Calvert SAGE Fund), Administration Agreement (Calvert Responsible Index Series, Inc.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 five (5) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of that the appointment of other party is adjudged bankrupt or insolvent, or there shall be commenced against such party a case under any applicable bankruptcy, insolvency or other similar law, or a conservator or receiver is appointed for the other such party or upon the happening of a like event to the other such party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolioparagraph, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-Administrator the Custodian its compensation due and shall reimburse Sub-Administrator the Custodian for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement Agreement, with or without notice, with respect to a any Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Custodian is not retained to continue providing services hereunder to a such Fund or Portfolio (or its respective successor), the Administrator Trust shall pay the Sub-Administrator Custodian its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Custodian with respect to the Fund) and shall reimburse the Sub-Administrator Custodian for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Custodian will deliver the Fund’s such Portfolio’s records securities, funds and other properties as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) the first sentence of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or Portfolio and distribution of such the Fund’s or Portfolio’s assets as a result of the Board of Trustees of Sponsor’s good faith determination that the Fund’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viable, (b) a merger of a the Fund or Portfolio into, or the consolidation of a the Fund or Portfolio with, another entity, or (c) the sale by a the Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Custodian is retained to continue providing services to such the Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination The provisions of Sections 6, 14 and 15 of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under survive termination of this Agreement with respect to for any other Fund or Portfolioreason.

Appears in 2 contracts

Samples: Domestic Custodian Agreement (AccuShares Commodities Trust I), Form of Domestic Custodian Agreement (AccuShares Commodities Trust I)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28_________, 2015 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolio, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator the Transfer Agent its compensation due and shall reimburse Sub-Administrator the Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Administrator’s a Fund's termination of this Agreement with respect to a such Fund or its Portfolio(s) Portfolio for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund or Portfolio (or its respective successor), the Administrator applicable Fund or Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to such termination Fund or Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the such Fund’s such or Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio and distribution of such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viable, (b) a merger of a Fund or Portfolio into, or the consolidation of a Fund or Portfolio with, with another entity, or (c) the sale by a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 2 contracts

Samples: Form of Master Transfer Agency and Service Agreement (Private Advisors Alternative Strategies Master Fund), Form of Master Transfer Agency and Service Agreement (Private Advisors Alternative Strategies Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28July 31, 2015 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms continue in full force and effect until terminated by either party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner than (eachi) 60 days after the date of such delivery or mailing by a Fund, a “Renewal Term”and (ii) unless a written notice 180 days after the date of non-renewal is delivered such delivery or mailing by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may beCustodian. During the Initial Term and thereafter, either party this Agreement may terminate this Agreementbe terminated immediately by: (i) in the event of one party, if the other party’s material breach of party materially breaches a material provision of this the Agreement that the other party has and either (a) failed fails to cure or (b) failed fails to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written 30 days of discovery of such breach (and if such discovery is made by the non-breaching party, notice of such breach), or (ii) in a Fund, if the event Custodian fails to provide an element of the services that is mutually characterized as a Critical Service (as such term may be defined by the parties), which failure is directly within the Custodian’s control, and the Custodian has failed to cure as soon as practicable, but no later than 30 days after notice of such failure, unless otherwise agreed to by the parties, (iii) a Fund, if the Custodian fails to provide a Critical Service two (2) or more times during any calendar year or five (5) or more times during the term of the Agreement, regardless of whether cured, which failure is directly within the Custodian’s control; or (iv) by one party, if there has been the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph and the immediately preceding paragraph with respect to a any Fund or any PortfolioSeries, the Administrator or applicable Fund or Portfolio Series shall pay Sub-Administrator the Custodian its compensation due due, and shall reimburse Sub-Administrator the Custodian for its costs, expenses and disbursements. In During the Initial Term, in the event of: (i) the Administrator’s termination of this Agreement with respect to a Fund or its Portfolio(s) Series’ termination of the Agreement for any reason other than as set forth in the immediately preceding paragraph or (ii) paragraph, including as a result of a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Custodian is not retained to continue providing services hereunder to a Fund or Portfolio Series (or its respective successor), the Administrator Fund or applicable Series shall pay the Sub-Administrator Custodian its compensation due under through the terms hereof as end of the date of Initial Term (based upon the average monthly compensation previously earned by the Custodian with respect to such termination Fund or Series) and shall reimburse the Sub-Administrator Custodian for its reasonable costs, expenses and disbursementsdisbursements through that termination date. Upon receipt of such payment and reimbursement, Notwithstanding the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth herein. For the avoidance of doubtforegoing sentence, no payment beyond the date of termination will be required pursuant to clause (ii) of this paragraph be made by the applicable Fund or Series in the event of connection with any transaction non-recurring transaction, such as (a) the liquidation or dissolution of a Fund or Portfolio Series and distribution of such Fund’s or Portfolioentity’s assets as a result of approved by the applicable Board of Trustees of the Fund’s determination in its reasonable business judgment for that such Fund or Portfolio is no longer viableentity, (b) a merger of a Fund or Portfolio Series into, or the consolidation of a Fund or Portfolio Series with, another entity, or (c) the sale by a Fund or Portfolio Series of all, or substantially all, of the Fund’s or Portfoliosuch entity’s assets to another entity, in each regardless of (b) and (c) where whether the Sub-Administrator Custodian is retained to continue providing services to such Fund or Portfolio Series (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio Series shall in no way affect the rights and duties under this Agreement with respect to any other Fund or PortfolioSeries. The provisions of this Section 9 and Section 6 of Schedule A shall survive termination of this Agreement for any reason.

Appears in 2 contracts

Samples: Master Custodian Agreement (Elfun Income Fund), Master Custodian Agreement (Ge Institutional Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28January 15, 2015 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety one-hundred twenty (90120) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a the Fund or any Portfolio, the Administrator Fund or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a the Fund or its Portfolio(sPortfolio (s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a the Fund or a Portfolio (or its respective successor), the Administrator shall pay the Sub-Administrator its compensation due under the terms hereof as of the date of such termination and Fund or applicable Portfolio shall reimburse the Sub-Administrator Custodian for its reasonable costs, expenses and disbursementsdisbursements and reasonable counsel fees and, if either (i) or (ii) occur during the Initial Term, pay the Transfer Agent its compensation due through the end of the Initial Term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Fund or such Portfolio). Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or a Portfolio and distribution of such the Fund’s or such Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or such Portfolio is no longer viable, (b) a merger of a the Fund or a Portfolio into, or the consolidation of a the Fund or a Portfolio with, another entity, or (c) the sale by a the Fund or a Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Fund such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Fund or any other Fund or Portfolio.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (Blackstone Real Estate Income Fund), Transfer Agency and Service Agreement (Blackstone Real Estate Income Fund II)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28January 26th, 2015 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party Party no later than ninety one hundred and twenty (90120) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party Party may terminate this Agreement: (i) in the event of the other partyParty’s material breach of a material provision of this Agreement that the other party Party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party Party or upon the happening of a like event to the other party Party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Client, the Administrator or applicable Fund or Portfolio Client shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorClient’s termination of this Agreement with respect to a Fund or its Portfolio(s) the Client for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund or Portfolio the Client (or its respective successor), the Administrator Client shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Client) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s such PortfolioClient’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Client and distribution of such Fund’s or Portfoliothe Client’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio the Client is no longer viable, (b) a merger of a Fund or Portfolio the Client into, or the consolidation of a Fund or Portfolio the Client with, another entity, or (c) the sale by a Fund or Portfolio the Client of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to such the Client Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio Class shall in no way affect the rights and duties under this Agreement with respect to the Client or any other Fund or PortfolioClass.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (Partners Group Growth, LLC), Transfer Agency and Service Agreement (Partners Group Next Generation Infrastructure LLC)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28__________, 2015 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolio, the Administrator or applicable Fund or Portfolio shall pay Sub-the Administrator its compensation due and shall reimburse Sub-the Administrator for its costs, expenses and disbursements. In the event of: (i) the Administrator’s a Fund's termination of this Agreement with respect to a such Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio (or its respective successor), the Administrator applicable Fund or Portfolio shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by the Administrator with respect to such termination Fund or Portfolio) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the such Fund’s such or Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio and distribution of such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or Portfolio is no longer viable, viable (b) a merger of a Fund or Portfolio into, or the consolidation of a Fund or Portfolio with, another entity, or (c) the sale by a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 2 contracts

Samples: Form of Master Administration Agreement (Private Advisors Alternative Strategies Master Fund), Administration Agreement (Private Advisors Alternative Strategies Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 on the one year anniversary of the effective date of this Agreement (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or PortfolioFund.

Appears in 2 contracts

Samples: Administration Agreement (Morgan Creek Series Trust), Administration Agreement (Morgan Creek Series Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 three (3) years after the date first set forth above (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or PortfolioFund’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or PortfolioFund.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (SSgA Master Trust), Transfer Agency and Service Agreement (SSgA Master Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28November 30, 2015 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive onetwo-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety sixty (9060) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptableacceptable to the non-breaching party, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolioparagraph, the Administrator or applicable Fund or Portfolio shall pay Sub-the Administrator its compensation due and shall reimburse Sub-the Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a the Fund or Portfolio (or its respective successor), the Administrator Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by the Administrator) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or Portfolio and distribution of such the Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or Portfolio is no longer viable, viable (b) a merger of a the Fund or Portfolio into, or the consolidation of a the Fund or Portfolio with, another entity, or (c) the sale by a the Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such the Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination The provisions of Sections 6 and 8 of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under survive termination of this Agreement with respect to for any other Fund or Portfolioreason.

Appears in 2 contracts

Samples: Administration Agreement (Ares Dynamic Credit Allocation Fund, Inc.), Administration Agreement (Ares Multi-Strategy Credit Fund, Inc.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 five (5) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of that the appointment of other party is adjudged bankrupt or insolvent, or there shall be commenced against such party a case under any applicable bankruptcy, insolvency or other similar law, or a conservator or receiver is appointed for the other such party or upon the happening of a like event to the other such party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolioparagraph, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-the Administrator its compensation due and shall reimburse Sub-the Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement Agreement, with or without notice, with respect to a any Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a such Fund or Portfolio (or its respective successor), the Administrator Trust shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) the first sentence of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or Portfolio and distribution of such the Fund’s or Portfolio’s assets as a result of the Board of Trustees of Sponsor’s good faith determination that the Fund’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viable, (b) a merger of a the Fund or Portfolio into, or the consolidation of a the Fund or Portfolio with, another entity, or (c) the sale by a the Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such the Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 2 contracts

Samples: Administration Agreement (AccuShares Commodities Trust I), Administration Agreement (AccuShares Commodities Trust I)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28December 31, 2015 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety one hundred and twenty (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 45 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Trust, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund or its Portfolio(s) the Trust for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator Trust shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s such PortfolioTrust’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Trust and distribution of such Fund’s or Portfoliothe Trust’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio the Trust is no longer viable, (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to such Fund or Portfolio the Trust (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (Coller Secondaries Private Equity Opportunities Fund), Agency and Service Agreement (Coller Secondaries Private Equity Opportunities Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28January 1, 2015 2021 (the “Initial Term”). After the expiration of the Initial Termthis initial term, this Agreement shall automatically renew for successive one-year terms be terminable by either party on ninety (each, a “Renewal Term”90) unless a days’ prior written notice to the other party. A written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior may be given as to the expiration of the Initial Term a Fund or any Renewal Term, as the case may bea Portfolio. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a the Fund or any Portfolio, the Administrator Fund or applicable Fund or Portfolio shall pay Sub-Administrator State Street its compensation due and shall reimburse Sub-Administrator State Street for its costs, expenses and disbursements. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a the Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator State Street is not retained to continue providing services hereunder to a the Fund or a Portfolio (or its respective successor), the Administrator Fund or applicable Portfolio shall pay the Sub-Administrator State Street its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Fund or such termination Portfolio) and shall reimburse the Sub-Administrator State Street for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator State Street will deliver the Fund’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or a Portfolio and distribution of such the Fund’s or such Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or such Portfolio is no longer viable, viable (b) a merger of a the Fund or a Portfolio into, or the consolidation of a the Fund or a Portfolio with, another entity, or (c) the sale by a the Fund or a Portfolio of all, or substantially all, of the Fund’s or Portfolio’s assets to another entity, in each of (b) and (c) where the Sub-Administrator State Street is retained to continue providing services to such the Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Information Classification: Limited Access Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Fund or any other Fund or Portfolio.

Appears in 1 contract

Samples: Fund Accounting and Support Services Agreement (Thornburg Investment Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28[ ], 2015 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sPortfolio (s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or such Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (SSgA Active ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28June 30, 2015 2016 (the "Initial Term"). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a "Renewal Term") unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s 's material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days' written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Trust, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administrator’s Trust's termination of this Agreement with respect to a Fund or its Portfolio(s) the Trust for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator Trust shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s Trust's records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Trust and distribution of such Fund’s or Portfolio’s the Trust's assets as a result of the Board of Trustees of the Fund’s Board's determination in its reasonable business judgment that such Fund or Portfolio the Trust is no longer viable, viable (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or Portfolio’s Trust's assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio the Trust (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 1 contract

Samples: Administration Agreement (O'Connor Fund of Funds: Masters)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial three year term ending February 28May 31, 2015 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety sixty (9060) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator State Street its compensation due and shall reimburse Sub-Administrator State Street for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator State Street is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator FT Services shall pay the Sub-Administrator State Street its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator State Street for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator State Street will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator State Street is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Should the Agreement be terminated by either party for any reason and if requested by FT Services, State Street agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement at the rates set forth in the then current fee schedule and for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by FT Services so that, to the extent feasible, the services are maintained without interruption. FT Services shall reimburse State Street for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by State Street in the transition. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or PortfolioFund.

Appears in 1 contract

Samples: Subcontract for Administration and Fund Accounting Services (Franklin Templeton ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28December 1, 2015 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety one-hundred and twenty (90120) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Trust, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-Administrator (or cause the Sponsor to pay) Transfer Agent its compensation due and shall reimburse Sub-Administrator (or cause the Sponsor to reimburse) Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund or Portfolio the Trust, the Trust shall pay (or its respective successor), cause the Administrator shall pay Sponsor to pay) the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust and shall reimburse (or cause the Sub-Administrator Sponsor to reimburse) the Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s such PortfolioTrust’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio and distribution of such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the Fund’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viable, (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (cb) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (ba) and (cb) where the Sub-Administrator Transfer Agent is retained to continue providing services to such Fund or Portfolio the Trust (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Cotwo Advisors Physical European Carbon Allowance Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28September [__], 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this the Agreement pursuant to this paragraph with respect to a Fund or any Portfolioparagraph, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator Custodian its compensation due for services performed hereunder and shall reimburse Sub-Administrator Custodian for its costs, expenses and disbursements. In the event of: (i) the Administrator’s Fund's termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Custodian is not retained to continue providing services hereunder to a the Fund or Portfolio (or its respective successor), the Administrator Fund shall pay the Sub-Administrator Custodian its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Custodian with respect to the Fund) and shall reimburse the Sub-Administrator Custodian for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Custodian will deliver the Fund’s such Portfolio’s records securities and cash as set froth hereinforth hereinbelow. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or Portfolio and distribution of such the Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or Portfolio is no longer viable, viable (b) a merger of a the Fund or Portfolio into, or the consolidation of a the Fund or Portfolio with, another entity, or (c) the sale by a the Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Custodian is retained to continue providing services to such the Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination The provisions of Sections 6, 14 and 15 of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under survive termination of this Agreement with respect to for any other Fund or Portfolioreason.

Appears in 1 contract

Samples: Custodian Agreement (Renaissance Capital Greenwich Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial a term ending February 28August 31, 2015 2018 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either Either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptableacceptable to the other party, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Calvert Management Series)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28March 23, 2015 2018 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During In any event, except as otherwise agreed to in writing by the parties hereto, during the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any PortfolioCompany, the Administrator or applicable Fund or Portfolio Company shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administratora Company’s termination of this Agreement with respect to a Fund or its Portfolio(s) such Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Company (or its respective successor), the Administrator applicable Company shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to such termination Company) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement or if there is a reasonable dispute about the amount of such payment or reimbursement, the Sub-Administrator will deliver the Fund’s such PortfolioCompany’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio Company and distribution of such Fund’s or Portfolioa Company’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio Company is no longer viable, viable (b) a merger of a Fund or Portfolio Company into, or the consolidation of a Fund or Portfolio Company with, another entity, or (c) the sale by a Fund or Portfolio Company of all, or substantially all, of the Fund’s or PortfolioCompany’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to any other Fund or PortfolioCompany.

Appears in 1 contract

Samples: Master Administration Agreement (Source Capital Inc /De/)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28June 30, 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Calamos ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28March 31, 2015 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any PortfolioCompany, the Administrator or applicable Fund or Portfolio such Company shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administratora Company’s termination of this Agreement with respect to a Fund or its Portfolio(s) Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Company (or its respective successor), the Administrator Company shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Company) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolioeach Company’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio Company and distribution of such Fund’s or PortfolioCompany’s assets as a result of the Board of Trustees of the Fund’s members’ determination in its reasonable business judgment that such Fund or Portfolio the Company is no longer viable, viable (b) a merger of a Fund or Portfolio the Company into, or the consolidation of a Fund or Portfolio the Company with, another entity, or (c) the sale by a Fund or Portfolio the Company of all, or substantially all, of the Fund’s or PortfolioCompany’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio the Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to any other Fund or PortfolioCompany.

Appears in 1 contract

Samples: Master Administration Agreement (Partners Group Private Equity (Master Fund), LLC)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28November 21, 2015 2018 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as consisting of (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entityentity or series, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioFund’s assets to another entityentity or series, and, in the case of a transaction referred to in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or PortfolioFund.

Appears in 1 contract

Samples: Administration Agreement (Smead Funds Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 three years from the date hereof (the "Initial Term"). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a "Renewal Term") unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s 's material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days' written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Administrator’s Trust's termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s Trust's or such Portfolio’s 's records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fund’s the Trust's or Portfolio’s 's assets as a result of the Board of Trustees of the Fund’s Board's determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Davis Fundamental ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 three (3) years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-one year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursementsdisbursements owed under this Agreement. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Transfer Agent agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement for such fair compensation as shall be agreed upon between the Fund and the Transfer Agent (the existing agreed-to compensation at the time of termination shall be one indicator of what is considered fair compensation) for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Transfer Agent for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Transfer Agent in the transition. In the event of a merger of the Trust or a Portfolio into, or the consolidation of the Trust of a Portfolio with, another entity, or the sale by the Trust or a Portfolio of all, or substantially all, of its assets to another entity, the Transfer Agent shall cooperate with the Trust to provide such information and assistance, as may be reasonably requested by the Trust, to effect any such transaction. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (AltShares Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 three years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Agency and Service Agreement (X-Square Series Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28·, 2015 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive onetwo-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety sixty (9060) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptableacceptable to the non-breaching party, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolioparagraph, the Administrator or applicable Fund or Portfolio shall pay Sub-the Administrator its compensation due and shall reimburse Sub-the Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a the Fund or Portfolio (or its respective successor), the Administrator Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by the Administrator) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or Portfolio and distribution of such the Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or Portfolio is no longer viable, viable (b) a merger of a the Fund or Portfolio into, or the consolidation of a the Fund or Portfolio with, another entity, or (c) the sale by a the Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such the Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 1 contract

Samples: Form of Administration Agreement (Ares Dynamic Credit Allocation Fund, Inc.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28[ ], 2015 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Trust, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administrator’s termination of this Agreement with respect to a Fund or its Portfolio(s) the Trust for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Sub-Administrator with respect to the Trust) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such PortfolioTrust’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Trust and distribution of such Fund’s or Portfoliothe Trust’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio the Trust is no longer viable, viable (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or PortfolioTrust’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio the Trust (or its respective successor) on substantially the same terms as this Agreement. Termination In connection with the termination of this Agreement, the Sub-Administrator shall provide at the same costs as contemplated by this Agreement (or if not contemplated by this Agreement at an agreed-upon hourly or other rate in line with respect market standard) such transition services as the Administrator may reasonably request, including providing assistance and cooperation to any one particular Fund or Portfolio the successor sub-administrator in connection with the transition of services, and shall continue to provide administrative services hereunder for a period of up to 180 days (such period, the “Transition Period”) at the request of the Administrator, with fees for each such day of administrative services to be assessed at the rates most recently in no way affect the rights and duties effect under this Agreement prior to termination, pro-rated as necessary by day; provided, however, that, any such arrangements not consistent with respect general industry practice, and any expenses associated therewith, shall be subject to any other Fund or Portfoliodiscussion by the parties.

Appears in 1 contract

Samples: Sub Administration Agreement (AB CarVal Opportunistic Credit Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28November 4, 2015 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-one (1) year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptableacceptable to the non-breaching party, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdictionjurisdiction or at the direction of such party’s regulators. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Trust, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund or its Portfolio(s) the Trust for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator Trust or shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursementsdisbursements then due with respect to this Agreement. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such PortfolioTrust’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Trust and distribution of such Fund’s or Portfoliothe Trust’s assets as a result of the Board of Trustees of the FundTrustee’s determination in its reasonable business judgment that such Fund the Trust shall be liquidated or Portfolio is no longer viable, dissolved (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or PortfolioTrust’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 1 contract

Samples: Administration Agreement (VanEck Bitcoin Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28June 30, 2015 2016 (the "Initial Term"). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a "Renewal Term") unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s 's material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days' written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Trust, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-Administrator Transfer Agent its compensation due and due, shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursementsdisbursements due hereunder and all out-of-pocket expenses or costs associated with the movement of records and material will be borne by the Trust. In the event of: (i) the Administrator’s Trust's termination of this Agreement with respect to a Fund or its Portfolio(s) the Trust for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator Trust shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s such Portfolio’s Trust's records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Trust and distribution of such Fund’s or Portfolio’s the Trust's assets as a result of the Board of Trustees of the Fund’s Board's determination in its reasonable business judgment that such Fund or Portfolio the Trust is no longer viable, (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to such Fund or Portfolio the Trust (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (O'Connor Fund of Funds: Masters)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28March 31, 2015 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any PortfolioCompany, the Administrator or applicable Fund or Portfolio such Company shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Administratora Company’s termination of this Agreement with respect to a Fund or its Portfolio(s) such Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund or Portfolio such Company (or its respective successor), the Administrator such Company shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to such termination Company) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s such PortfolioCompany’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio Company and distribution of such Fund’s or PortfolioCompany’s assets as a result of the Board of Trustees of the FundCompany’s determination in its reasonable business judgment that such Fund or Portfolio Company is no longer viable, (b) a merger of a Fund or Portfolio such Company into, or the consolidation of a Fund or Portfolio such Company with, another entity, or (c) the sale by a Fund or Portfolio such Company of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to such Fund or Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to any other Fund or PortfolioCompany.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Partners Group Private Equity (Master Fund), LLC)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28November 4, 2015 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolioparagraph, the Administrator or applicable Fund or Portfolio shall pay Sub-the Administrator its compensation due and shall reimburse Sub-the Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a any Fund or Portfolio (or its respective successor), the Administrator Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or Portfolio and distribution of such the Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or Portfolio is no longer viable, viable (b) a merger of a the Fund or Portfolio into, or the consolidation of a the Fund or Portfolio with, another entity, or (c) the sale by a the Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such the Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 1 contract

Samples: Administration Agreement (PGIM Private Credit Fund)

Effective Period and Termination. This Agreement shall become effective on the date that the Fund satisfies its minimum offering requirement as forth in the Prospectus (the “Effective Date”) and shall remain in full force and effect thereafter for an initial term ending February 28, 2015 of three (3) years (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any PortfolioAgreement, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator Custodian its compensation Fees and Expenses then due and shall reimburse Sub-Administrator for its costs, expenses and disbursementspayable. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Custodian is not retained to continue providing services hereunder to a the Fund or Portfolio (or its respective successor), the Administrator Fund shall pay the Sub-Administrator Custodian its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly fee compensation previously earned by Custodian) and shall reimburse the Sub-Administrator Custodian for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Custodian will deliver the Fund’s such Portfolio’s records securities and cash as set froth hereinforth hereinbelow. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or Portfolio and distribution of such the Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or Portfolio is no longer viable, (b) a merger of a the Fund or Portfolio into, or the consolidation of a the Fund or Portfolio with, another entity, or (c) the sale by a the Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Custodian is retained to continue providing services to such the Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination The provisions of Sections 4.11, 13, 14, 21 and this Section 15 hereof shall survive termination of this Agreement with respect to for any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolioreason.

Appears in 1 contract

Samples: Custodian Agreement (Corporate Capital Trust, Inc.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 of one (1) year (the “Initial Term”)) from the Effective Date of this Agreement. After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Fund, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or PortfolioFund.

Appears in 1 contract

Samples: Administration Agreement (Cascade Private Capital Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28December 31, 2015 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator Service Provider its compensation due and shall reimburse Sub-Administrator Service Provider for its costs, expenses and disbursements. Notwithstanding the first two sentences of this Section 13, the Administrator agrees to be bound to receive from Service Provider the Form N-PORT and Form N-CEN Support Services and the other services as described in Schedule B6 attached hereto for at least twelve (12) months, with such twelve month period starting on the first day of the first required filing month for Form N-PORT. The parties further agree that the foregoing commitment will be deemed the “term” for the Form N-PORT and Form N-CEN Support Services and that following the expiration of such term, the “Initial Term” and “Renewal Term” provisions of this Section 13 will apply to the Form N-PORT and Form N-CEN Services in the same way as such provisions apply to all other services under the Agreement. In the event of: (i) the Administrator’s termination of this Agreement with respect to a one Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Service Provider is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator shall pay the Sub-Administrator Service Provider its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Service Provider with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator Service Provider for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Service Provider will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator Service Provider is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or PortfolioFund.

Appears in 1 contract

Samples: Services Agreement (Weitz Funds)

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Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a the Fund or any Portfolio, the Administrator Fund or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a the Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a the Fund or a Portfolio (or its respective successor), the Administrator Fund or applicable Portfolio shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Fund or such termination Portfolio) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s or such PortfolioFund’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or a Portfolio and distribution of such the Fund’s or Portfoliosuch Fund’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or such Portfolio is no longer viable, viable (b) a merger of a the Fund or a Portfolio into, or the consolidation of a the Fund or a Portfolio with, another entity, or (c) the sale by a the Fund or a Portfolio of all, or substantially all, of the Fund’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such the Fund or such Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Fund or any other Fund or Portfolio.

Appears in 1 contract

Samples: Form of Administration Agreement (Blackstone Alternative Investment Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28December 31, 2015 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 sixty (60) days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any PortfolioCompany, the Administrator or applicable Fund or Portfolio Company shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursementsdisbursements incurred and that remain unpaid through the date of termination. In the event of: (i) the Administratora Company’s termination of this Agreement during the Initial Term with respect to a Fund or its Portfolio(s) such Company for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio such Company (or its respective successor), the Administrator applicable Company shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to such termination Company) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such PortfolioCompany’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio Company and distribution of such Fund’s or PortfolioCompany’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio Company is no longer viable, (b) a merger of a Fund or Portfolio Company into, or the consolidation of a Fund or Portfolio Company with, another entity, or (c) the sale by a Fund or Portfolio Company of all, or substantially all, of the Fund’s or Portfoliosuch Company’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio Company shall in no way affect the rights and duties under this Agreement with respect to any other Fund or PortfolioCompany.

Appears in 1 contract

Samples: Administration and Accounting Agreement (Credit Suisse Park View BDC, Inc.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28August 31, 2015 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolio, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administrator’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio (or its respective successor), the Administrator shall pay the Sub-Administrator its compensation due under the terms hereof as of the date of such termination and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio and distribution of such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the Fund’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viable, (b) a merger of a Fund or Portfolio into, or the consolidation of a Fund or Portfolio with, another entity, or (ciii) based upon the sale by Trust’s determination that there is a Fund reasonable basis to conclude that the Transfer Agent is insolvent or Portfolio of all, or substantially all, that the financial condition of the Fund’s or Portfolio’s assets to another entity, Transfer Agent is deteriorating in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreementany material respect. Termination of this Agreement with respect to any one particular Fund or Portfolio Trust shall in no way affect the rights and duties under this Agreement with respect to the Trust. As soon as reasonably practicable following the termination or expiration of this Agreement, the Transfer Agent agrees to transfer such records and related supporting documentation as are held by it under this Agreement to any replacement provider of the services or to such other Fund or Portfolioperson as the Trust may direct. If directed by the Trust, the Transfer Agent will provide the services hereunder until a replacement transfer agent is in place, for a reasonable period of time up to nine (9) months, subject to the terms of this Agreement, including compensation. The Transfer Agent will also provide reasonable assistance to its successor, for such transfer, subject to the payment of such reasonable expenses and charges as the Transfer Agent customarily charges for such assistance.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (WisdomTree Bitcoin Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28June 30, 2015 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a the Fund or any Portfolio, the Administrator Fund or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a the Fund or its Portfolio(sPortfolio (s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a the Fund or a Portfolio (or its respective successor), the Administrator Fund or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Fund or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or a Portfolio and distribution of such the Fund’s or such Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or such Portfolio is no longer viable, (b) a merger of a the Fund or a Portfolio into, or the consolidation of a the Fund or a Portfolio with, another entity, or (c) the sale by a the Fund or a Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Fund such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Fund or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Blackstone Alternative Alpha Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28[ ], 2015 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than [ninety (90) )] days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a the Fund or any Portfolio, the Administrator Fund or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a the Fund or its Portfolio(sPortfolio (s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a the Fund or a Portfolio (or its respective successor), the Administrator Fund or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Fund or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or a Portfolio and distribution of such the Fund’s or such Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or such Portfolio is no longer viable, (b) a merger of a the Fund or a Portfolio into, or the consolidation of a the Fund or a Portfolio with, another entity, or (c) the sale by a the Fund or a Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Fund such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Fund or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Blackstone Real Estate Income Fund II)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28September 2, 2015 (the "Initial Term"). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a "Renewal Term") unless a written notice of non-non­ renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s 's material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days' written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this the Agreement pursuant to this paragraph with respect to a Fund or any Portfolioparagraph, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator Custodian its compensation due for services performed hereunder and shall reimburse Sub-Administrator Custodian for its costs, expenses and disbursements. In the event of: (i) the Administrator’s Fund's termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Custodian is not retained to continue providing services hereunder to a the Fund or Portfolio (or its respective successor), the Administrator Fund shall pay the Sub-Administrator Custodian its compensation due under through the terms hereof as end of the date of such termination then­ current term (based upon the average monthly compensation previously earned by Custodian with respect to the Fund) and shall reimburse the Sub-Administrator Custodian for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Custodian will deliver the Fund’s such Portfolio’s records 's securities and cash as set froth hereinforth herein below. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or Portfolio and distribution of such the Fund’s or Portfolio’s ' assets as a result of the Board of Trustees of the Fund’s Board's determination in its reasonable business judgment that such the Fund or Portfolio is no longer viable, viable (b) a merger of a the Fund or Portfolio into, or the consolidation of a the Fund or Portfolio with, another entity, or (c) the sale by a the Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Custodian is retained to continue providing services to such the Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination The provisions of Sections 6, 14 and 15 of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under survive termination of this Agreement with respect to for any other Fund or Portfolioreason.

Appears in 1 contract

Samples: Custodian Agreement (Renaissance Capital Greenwich Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28December 8, 2015 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administratora Trust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Trust or Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund Trust or PortfolioFund.

Appears in 1 contract

Samples: Administration Agreement (Weiss Strategic Interval Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial a term ending February 28August 31, 2015 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal a“Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptableacceptable to the other party, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Eaton Vance NextShares Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28November 30, 2015 2027 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-one (1) year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Trust, the Administrator or applicable Fund or Portfolio Trustee shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrustee’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator Trustee shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s such PortfolioTrust’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Trust and distribution of such Fund’s or Portfoliothe Trust’s assets as a result of the Board of Trustees of the FundTrustee’s determination in its reasonable business judgment that such Fund or Portfolio the Trust is no longer viable, (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to such Fund or Portfolio the Trust (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.Information Classification: Limited Access

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (SPDR Dow Jones Industrial Average Etf Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28[Date], 2015 202[ ] (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 sixty (60) days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. This Agreement may be terminated by either party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner than one hundred twenty (120) days after the date of such delivery or mailing . Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Trust, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator Trust shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such PortfolioTrust’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Trust and distribution of such Fund’s or Portfoliothe Trust’s assets as a result of the Board of Trustees of the FundBoard’s determination determination, made in its reasonable business judgment that such Fund or Portfolio is no longer viablejudgment, to liquidate the Trust, (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or PortfolioTrust’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio the Trust (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 1 contract

Samples: Administration Agreement (Apollo S3 Private Markets Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28August 23, 2015 2028 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year one (1)-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and or any Renewal Term thereafter, either party may terminate this Agreement: Agreement (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator the Transfer Agent its compensation due and shall reimburse Sub-Administrator the Transfer Agent for its reasonable costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its any Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Agreement is terminated as a result of the Transfer Agent not being retained to continue providing services hereunder to a Fund the Trust or Portfolio such Portfolio(s) (or its the respective successorsuccessor(s)), the Administrator Trust or applicable Portfolio(s) shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (American Beacon Select Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial a term ending February 28October 31, 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either Either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptableacceptable to the other party, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Eaton Vance NextShares Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 two (2) years from the effective date of this Agreement (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered continue in full force and effect until terminated by the non-renewing party no later Fund or the Custodian by an instrument in writing delivered to the other party, such termination to take effect not sooner than ninety (90) days prior to after the expiration date of the Initial Term such delivery or any Renewal Term, as the case may bemailing. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a any Fund or any Portfolio, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator Custodian its compensation due and shall reimburse Sub-Administrator Custodian for its costs, expenses and disbursements. In the event of: (i) the Administratorany Fund’s termination of this Agreement with respect to a such Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Custodian is not retained to continue providing services hereunder to a Fund or Portfolio (or its respective successor), the Administrator applicable Fund shall pay the Sub-Administrator Custodian its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Custodian with respect to such termination Fund or Portfolio) and shall reimburse the Sub-Administrator Custodian for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Custodian will deliver the such Fund’s such or Portfolio’s records securities and cash as set froth hereinforth herein below. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or a Portfolio and distribution of such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or Portfolio is no longer viable, viable (b) a merger of a Fund or Portfolio into, or the consolidation of a Fund or Portfolio with, another entity, or (c) the sale by a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Custodian is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio. The provisions of Sections 14 and 15 and the indemnification obligations of Section 6 of this Agreement shall survive termination of this Agreement for any reason.

Appears in 1 contract

Samples: Master Custodian Agreement (Diamond Hill Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28December 1, 2015 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than at least ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. This Agreement may be terminated with respect to a Trust in the event such Trust is liquidated. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any PortfolioTrust, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its documented costs, expenses and disbursementsdisbursements incurred until the end of the provision of services under this Agreement. In the event of: (i) the Administratora Trust’s termination of this Agreement with respect to a Fund or its Portfolio(s) the Trust for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator applicable Trust shall pay the Sub-Administrator the present value of its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust) and shall reimburse the Sub-Administrator for its reasonable documented costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such PortfolioTrust’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio Trust and distribution of such Fund’s or Portfoliothe Trust’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio the Trust is no longer viable, (b) a merger of a Fund or Portfolio Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio Trust of all, or substantially all, of the Fund’s or PortfolioTrust’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio the Trust (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio Trust shall in no way affect the rights and duties under this Agreement with respect to any other Fund Trust. In connection with the termination of this Agreement with respect to one or Portfoliomore Trusts, the Administrator shall provide at the same costs as contemplated by this Agreement (or if not contemplated by this Agreement at an agreed-upon hourly or other rate in line with market standard) such transition services as a Trust may reasonably request, including providing assistance and cooperation to the successor administrator in connection with the transition of services, and shall continue to provide administrative services hereunder for a period of up to 180 days at the request of the Trust, with fees for each such day of administrative services to be assessed at the rates most recently in effect under this Agreement prior to termination, pro-rated as necessary by day; provided, however, that any arrangements not consistent with general industry practice, and any expenses associated therewith, shall be subject to discussion by the parties.

Appears in 1 contract

Samples: Administration Agreement (Calamos-Avenue Opportunities Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28September [__], 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due for services performed hereunder and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Renaissance Capital Greenwich Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28September 2, 2015 (the "Initial Term"). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a "Renewal Term") unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s 's material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days' written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination tetmination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due for services performed hereunder and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administrator’s Trust's termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Trust's or such Fund’s such Portfolio’s 's records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust's or such Fund’s or Portfolio’s 's assets as a result of the Board of Trustees of the Fund’s Board's determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Trust's or Fund’s or Portfolio’s 's assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or PortfolioFund.

Appears in 1 contract

Samples: Administration Agreement (Renaissance Capital Greenwich Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28September 30, 2015 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party the Bank may terminate this Agreement: (i) in the event of the other partyCompany or the Trust’s material breach of a material provision of this Agreement that the other party Company or the Trust has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party Company or the Trust or upon the happening of a like event to the other party Company or the Trust at the direction of an appropriate agency or court of competent jurisdiction. During the Initial Term and thereafter, the Company or the Trust may terminate this Agreement: (i) in the event of the Bank’s material breach of a material provision of this Agreement that the Bank has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the Bank or upon the happening of a like event to the Bank at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioInvestment Fund, the Administrator Trust or applicable Investment Fund or Portfolio shall pay Sub-Administrator Bank its compensation due and shall reimburse Sub-Administrator Bank for its costs, expenses and disbursements. In the event of: (i) the AdministratorCompany or the Trust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sInvestment Fund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Bank is not retained to continue providing services hereunder to a the Trust or an Investment Fund or Portfolio (or its respective successor), the Administrator Trust shall pay the Sub-Administrator Bank its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Bank with respect to the Trust or such termination Investment Fund) and shall reimburse the Sub-Administrator Bank for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Bank will deliver the Trust’s or such Investment Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Trust or an Investment Fund or Portfolio and distribution of such Fundthe Trust’s or Portfoliosuch Investment Fund’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Investment Fund or Portfolio is no longer viable, (b) a merger of a the Trust or an Investment Fund or Portfolio into, or the consolidation of a the Trust or an Investment Fund or Portfolio with, another entity, or (c) the sale by a the Trust or an Investment Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioInvestment Fund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator Bank is retained to continue providing services to the Trust or such Investment Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Investment Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or PortfolioInvestment Fund.

Appears in 1 contract

Samples: Sub Administration Agreement (Sa Funds Investment Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 one year from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Company, the Administrator or applicable Fund or Portfolio Company shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorCompany’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund or Portfolio the Company (or its respective successor), the Administrator Company shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Company) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s such PortfolioCompany’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Company and distribution of such Fund’s or Portfoliothe Company’s assets as a result of the Board of Trustees of the FundCompany’s determination in its reasonable business judgment that such Fund or Portfolio the Company is no longer viable, (b) a merger of a Fund or Portfolio the Company into, or the consolidation of a Fund or Portfolio the Company with, another entity, or (c) the sale by a Fund or Portfolio the Company of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to such Fund or Portfolio the Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Partners Group Private Income Opportunities, LLC)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28May 2, 2015 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. A written notice of non-renewal may be given as to the Corporation or a Fund. During the Initial Term and thereafter, either party may terminate this AgreementAgreement as to the Corporation or a Fund: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Corporation or any PortfolioFund, the Administrator Corporation or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorCorporation’s termination of this Agreement with respect to the Corporation or a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to the Corporation or a Fund or Portfolio (or its respective successor), the Administrator Corporation or applicable Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Corporation or such termination Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Corporation’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as consisting of (a) the liquidation or dissolution of the Corporation or a Fund or Portfolio and distribution of the Corporation’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Corporation or such Fund or Portfolio is no longer viable, viable (b) a merger of the Corporation or a Fund or Portfolio into, or the consolidation of the Corporation or a Fund or Portfolio with, another entity, or (c) the sale by the Corporation or a Fund or Portfolio of all, or substantially all, of the FundCorporation’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to the Corporation or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Corporation or any other Fund or PortfolioFund.

Appears in 1 contract

Samples: Administration Agreement (Ohio National Fund Inc)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28April 1, 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 30 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or PortfolioFund.

Appears in 1 contract

Samples: Administration Agreement (AllianceBernstein Multi-Manager Alternative Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28________, 2015 20__ (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year ___-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety sixty (9060) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this AgreementAgreement without penalty: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptablemutually agreed, within 60 30 days’ written notice of such breachbreach unless the parties agree to extend such cure period, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and undisputed and shall reimburse Sub-Administrator Transfer Agent for its costsreasonable out -of-pocket expenses associated with such termination. All out-of-pocket expenses under this sub-paragraph for which the Transfer Agent seeks reimbursement must be pre-approved by the Trust in writing, expenses and disbursementssuch approval shall not be unreasonably withheld. In the event of: (i) of the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) during the Initial Term for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of Initial Term (based upon the average monthly compensation previously earned by Transfer Agent during the term with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costsout-of-pocket expenses associated with such termination (“Termination Payment”). All out-of-pocket expenses under this sub-paragraph for which the Transfer Agent seeks reimbursement must be pre-approved by the Trust in writing, expenses and disbursementssuch approval shall not be unreasonably withheld. Upon receipt of such payment and reimbursementPromptly upon the Trust’s request, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For Notwithstanding the avoidance of doubtforegoing, no payment Termination Payment will be required pursuant to clause (ii) of this paragraph be paid by the Trust or a Portfolio in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund Portfolio. Notwithstanding the above, in the event of the termination of the Custodian Agreement or Portfoliothe Administration Agreement between State Street and the Trust, the Trust at any time may terminate this Agreement in whole or in part. The Trust may terminate this Agreement immediately without penalty on written notice to State Street in the event that a material breach of this Agreement, the Custodian Agreement and/or the Administration Agreement by State Street that has not been curred within thirty (30) days’ of State Street being given written notice of the material breach unless the parties agree to extend the period to remedy the breach.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Principal Exchange-Traded Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 on the second (2nd) anniversary of the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party the Agreement may terminate this Agreement: (i) in be terminated at any time with respect to any Trust or Fund, without the event payment of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptableany penalty, within upon 60 days’ written notice notice, by the vote of a majority of the outstanding voting securities of such breachTrust or Fund, or (ii) in by the event vote of the appointment of a conservator Board or receiver for the other by either party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdictionthis Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund any Trust or any PortfolioFund, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due for services rendered through such date, and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administrator’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio (or its respective successor), the Administrator shall pay the Sub-Administrator its compensation due under the terms hereof as of the date of such termination and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon termination of this Agreement, with respect to any Trust or Fund, and receipt of such payment and reimbursementpayments due, the Sub-Administrator will deliver the such Trust’s or Fund’s such Portfolio’s ’s, as applicable, records as set froth forth herein. In the event of termination of this Agreement, the Sub-Administrator shall reasonably assist with the transition of services hereunder to a new Sub-Administrator as reasonably requested by the Administrator or a Trust. The Administrator shall pay the Sub-Administrator its compensation due through the end of such transition period, if any, and shall reimburse Sub-Administrator for its reasonable costs, expenses and disbursements during such period. For the avoidance of doubt, however, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a any Trust or Fund or Portfolio and distribution of such FundTrust’s or PortfolioFund’s assets as a result of the determination by the Board of Trustees of the Fund’s determination such Trust in its reasonable business judgment that such a Trust or Fund or Portfolio is no longer viable, (b) a merger of a Trust or Fund or Portfolio into, or the consolidation or combination of a Trust or Fund or Portfolio with, another entity, or (c) the sale by a Trust or Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Trust or Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund Trust or PortfolioFund.

Appears in 1 contract

Samples: Master Sub Administration Agreement (Carlyle Select Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28May 21, 2015 2020 (the "Initial Term"). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a "Renewal Term") unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety sixty (9060) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this AgreementAgreement without penalty: (i) in the event of the other party’s 's material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptablemutually agreed, within 60 30 days' written notice of such breachbreach unless the parties agree to extend such cure period, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and undisputed and shall reimburse Sub-Administrator Transfer Agent for its costsreasonable out-of-pocket expenses associated with such termination. Any extraordinary expenses under this sub­ paragraph for which the Transfer Agent seeks reimbursement must be pre-approved by the Trust in writing, expenses and disbursementssuch approval shall not be unreasonably withheld. In the event of: (i) the Administrator’s Fund's termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) during the Initial Term for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Fund shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of Initial Term (based upon the average monthly compensation previously earned by Transfer Agent during the term with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costsexpenses associated with such termination ("Termination Payment"). Any extraordinary expenses under this sub-paragraph for which the Transfer Agent seeks reimbursement must be pre-approved by the Fund in writing, expenses and disbursementssuch approval shall not be unreasonably withheld. Upon receipt of such payment and reimbursementPromptly upon the Fund's request, the Sub-Administrator Transfer Agent will deliver the Fund’s Trust's or such Portfolio’s 's records as set froth forth herein. For Notwithstanding the avoidance of doubtforegoing, no payment Termination Payment will be required pursuant to clause (ii) of this paragraph be paid by the Fund in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fund’s the Trust's or Portfolio’s 's assets as a result of the Board of Trustees of the Fund’s Board's determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Portfolio. Notwithstanding the above, in the event of a for-cause termination of the Custodian Agreement, the Accounting Services Agreement, or the Administration Agreement between State Street and the Fund or Portfoliothe Trust, the Fund at any time may terminate this Agreement in whole or in part without penalty.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Principal Exchange-Traded Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 three (3) years from the effective date (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator the Transfer Agent for its costs, expenses and disbursementsdisbursements incurred. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or PortfolioFund.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Ubs Relationship Funds)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28[ ], 2015 2026 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Trust, the Administrator or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Administrator’s termination of this Agreement with respect to a Fund or its Portfolio(s) the Trust for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Sub-Administrator with respect to the Trust) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such PortfolioTrust’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Trust and distribution of such Fund’s or Portfoliothe Trust’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio the Trust is no longer viable, viable (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or PortfolioTrust’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio the Trust (or its respective successor) on substantially the same terms as this Agreement. Termination In connection with the termination of this Agreement, the Sub-Administrator shall provide at the same costs as contemplated by this Agreement (or if not contemplated by this Agreement at an agreed-upon hourly or other rate in line with respect market standard) such transition services as the Administrator may reasonably request, including providing assistance and cooperation to any one particular Fund or Portfolio the successor sub-administrator in connection with the transition of services, and shall continue to provide administrative services hereunder for a period of up to 180 days (such period, the “Transition Period”) at the request of the Administrator, with fees for each such day of administrative services to be assessed at the rates most recently in no way affect the rights and duties effect under this Agreement prior to termination, pro-rated as necessary by day; provided, however, that, any such arrangements not consistent with respect general industry practice, and any expenses associated therewith, shall be subject to any other Fund or Portfoliodiscussion by the parties.

Appears in 1 contract

Samples: Sub Administration Agreement (AB CarVal Credit Opportunities Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28June 1, 2015 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive onetwo-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio and distribution of such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the Fund’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viable, (b) a merger of a Fund or Portfolio into, or the consolidation of a Fund or Portfolio with, another entity, or (c) the sale by a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.forth

Appears in 1 contract

Samples: Administration Agreement (OWLshares Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28December 31, 2015 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (MFS Active Exchange Traded Funds Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 one year from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-one (1) year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice being given by the non-breaching party of such breach, (ii) in the event there are consistent breaches of established parameters in mutually agreed upon written service level agreement, or (iiiii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdictionjurisdiction or at the direction of such party’s regulators. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Trust, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator Trust shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust for the previous twelve (12) month period) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s such PortfolioTrust’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Trust and distribution of such Fund’s or Portfoliothe Trust’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund the Trust shall be liquidated or Portfolio is no longer viabledissolved, (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (VanEck Ethereum Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28October 1, 2015 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolioparagraph, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-(or cause the Sponsor to pay) Administrator its compensation due and shall reimburse Sub-(or cause the Sponsor to reimburse) Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund or its Portfolio(s) the Trust for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator Trust shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such PortfolioTrust’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Trust and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the Fund’s determination in its reasonable business judgment that such Fund or Portfolio is no longer viableassets, (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or PortfolioTrust’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio the Trust (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 1 contract

Samples: Administration Agreement (Cotwo Advisors Physical European Carbon Allowance Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial four-year term ending February 28, 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-one (1) year terms (each, a “Renewal Term”) ), unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this AgreementAgreement upon 30 days’ written notice: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, acceptable within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or the applicable Fund or Portfolio shall pay Sub-Administrator its compensation due for services performed under this Agreement and shall reimburse Sub-Administrator for its costs, expenses and disbursements, including those associated with the transfer of any records maintained by the Administrator. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or the applicable Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements, including those associated with the transfer of any records maintained by the Administrator. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Should the Agreement be terminated by either party for any reason and if requested by the Trust, the Administrator agrees to negotiate, in good faith, to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement for such fair compensation as shall be agreed upon between the Fund and the Administrator (with the existing agreed-to compensation at the time of termination being one indicator of what is considered fair compensation) for a reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the orderly transition of services to an alternative service provider designated by the Trust so that, to the extent feasible, the services are maintained without interruption. The Trust shall reimburse the Administrator for additional costs (to be mutually agreed upon by the parties) which are reasonably incurred by the Administrator in the transition. In the event of a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or the sale by the Trust or a Fund of all, or substantially all, of its assets to another entity, the Administrator shall reasonably cooperate with the Trust to provide such information and assistance, as may be reasonably requested by the Trust, to effect any such transaction. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or PortfolioFund.

Appears in 1 contract

Samples: Administration Agreement (DriveWealth ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28July 20, 2015 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.. Information Classification: Limited Access

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Syntax Etf Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 three (3) years after the date first set forth above (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sPortfolio (s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or such Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (SSgA Active ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28________, 2015 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety one-hundred and twenty (90120) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Form of Transfer Agency and Service Agreement (Neuberger Berman ETF Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28October 31, 2015 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety sixty (9060) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any PortfolioFund, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(sFund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust or such termination Fund) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Trust’s or such Fund’s such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trust’s or such Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, viable (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust or a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the FundTrust’s or PortfolioFund’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund Fund. If a successor administrator for one or Portfoliomore Funds shall be appointed by the Board of the Trust, the Administrator and the Trust, on behalf of any applicable Fund(s) agree, upon termination and the Administrator’s receipt of instructions from the Trust, to reasonably cooperate to deliver to such successor Administrator, the records of the Trust and/or the Funds as reasonably requested by the Trust. Each of the Administrator and the Trust, on behalf of any applicable Fund(s), agrees to reasonably cooperate with the successor administrator in the execution of such documents and the performance of such other necessary actions as may reasonably be requested by the successor administrator or the Trust in order to substitute the successor administrator for the Administrator, provided, however, that any special or unduly burdensome arrangements, and any expenses associated therewith, shall be subject to good faith negotiation and mutual agreement by the parties hereto. All reasonable out-of-pocket expenses associated with the transfer of the administration services hereunder upon termination hereof shall be borne by the respective Funds (except as may be specifically and mutually agreed in writing by the parties in relation to such special arrangements).

Appears in 1 contract

Samples: Administration Agreement (Domini Investment Trust)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 on the one year anniversary of the date of this Agreement (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety sixty (9060) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolio, the Administrator or applicable Fund or Portfolio Company shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorCompany’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph paragraph, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to a Fund or Portfolio the Company (or its respective successor), the Administrator Company shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Company) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the Fund’s such PortfolioCompany’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Company and distribution of such Fund’s or Portfoliothe Company’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio the Company is no longer viable, (b) a merger of a Fund or Portfolio the Company into, or the consolidation of a Fund or Portfolio the Company with, another entity, or (c) the sale by a Fund or Portfolio the Company of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to such Fund or Portfolio the Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (New Mountain Guardian IV Income Fund, L.L.C.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28_____, 2015 2018 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive onetwo-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety sixty (9060) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptableacceptable to the non-breaching party, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfolioparagraph, the Administrator or applicable Fund or Portfolio shall pay Sub-the Administrator its compensation due and shall reimburse Sub-the Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorFund’s termination of this Agreement with respect to a Fund or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a the Fund or Portfolio (or its respective successor), the Administrator Fund shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by the Administrator) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such Portfolio’s records as set froth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a the Fund or Portfolio and distribution of such the Fund’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such the Fund or Portfolio is no longer viable, viable (b) a merger of a the Fund or Portfolio into, or the consolidation of a the Fund or Portfolio with, another entity, or (c) the sale by a the Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such the Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination The provisions of Sections 6 and 8 of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under survive termination of this Agreement with respect to for any other Fund or Portfolioreason.

Appears in 1 contract

Samples: Form of Administration Agreement (CION Ares Diversified Credit Fund)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 one year from the date hereto (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one1-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety one-hundred and twenty (90120) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this AgreementAgreement upon written notice: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its reasonable costs, expenses expenses, and disbursementsdisbursements associated with the transfer of any records maintained by the Transfer Agent. In the event of: (i) the AdministratorTrust’s voluntary termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in prior to expiration of the immediately preceding paragraph Initial Term or a Renewal Term, or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursementsdisbursements associated with the transfer of any records maintained by the Transfer Agent. Upon receipt of such payment and reimbursementpayment, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (2023 ETF Series Trust II)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28December 31, 2015 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund or any Portfoliothe Trust, the Administrator or applicable Fund or Portfolio Trust shall pay Sub-Administrator its compensation due and shall reimburse Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund or its Portfolio(s) the Trust for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator is not retained to continue providing services hereunder to a Fund or Portfolio the Trust (or its respective successor), the Administrator Trust shall pay the Sub-Administrator its compensation due under through the terms hereof as end of the date of such termination then-current term (based upon the average monthly compensation previously earned by Administrator with respect to the Trust) and shall reimburse the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator will deliver the Fund’s such PortfolioTrust’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of a Fund or Portfolio the Trust and distribution of such Fund’s or Portfoliothe Trust’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that such Fund or Portfolio the Trust is no longer viable, viable (b) a merger of a Fund or Portfolio the Trust into, or the consolidation of a Fund or Portfolio the Trust with, another entity, or (c) the sale by a Fund or Portfolio the Trust of all, or substantially all, of the Fund’s or PortfolioTrust’s assets to another entity, in each of (b) and (c) where the Sub-Administrator is retained to continue providing services to such Fund or Portfolio the Trust (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to any other Fund or Portfolio.

Appears in 1 contract

Samples: Form of Administration Agreement (Pershing Square USA, Ltd.)

Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending February 28, 2015 three years from the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. During the Initial Term and thereafter, either party may terminate this Agreement: (i) in the event of the other party’s material breach of a material provision of this Agreement that the other party has either (a) failed to cure or (b) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 days’ written notice of such breach, or (ii) in the event of the appointment of a conservator or receiver for the other party or upon the happening of a like event to the other party at the direction of an appropriate agency or court of competent jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to a Fund the Trust or any Portfolio, the Administrator Trust or applicable Fund or Portfolio shall pay Sub-Administrator Transfer Agent its compensation due and shall reimburse Sub-Administrator Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the AdministratorTrust’s termination of this Agreement with respect to a Fund the Trust or its Portfolio(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which the Sub-Administrator Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective Information Classification: Limited Access successor), the Administrator Trust or applicable Portfolio shall pay the Sub-Administrator Transfer Agent its compensation due under through the terms hereof as end of the date of then-current term (based upon the average monthly compensation previously earned by Transfer Agent with respect to the Trust or such termination Portfolio) and shall reimburse the Sub-Administrator Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, the Sub-Administrator Transfer Agent will deliver the FundTrust’s or such Portfolio’s records as set froth forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph in the event of any transaction such as (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of such Fundthe Trust’s or Portfolio’s assets as a result of the Board of Trustees of the FundBoard’s determination in its reasonable business judgment that the Trust or such Fund or Portfolio is no longer viable, (b) a merger of the Trust or a Fund or Portfolio into, or the consolidation of the Trust of a Fund or Portfolio with, another entity, or (c) the sale by the Trust or a Fund or Portfolio of all, or substantially all, of the Fund’s or Portfolio’s its assets to another entity, in each of (b) and (c) where the Sub-Administrator Transfer Agent is retained to continue providing services to the Trust or such Fund or Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund or Portfolio.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (ALPS ETF Trust)

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