Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street its compensation due and shall reimburse State Street for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Trust or such Fund) and shall reimburse State Street for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date March 23, 2018 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the any Trust or any Fund, the applicable Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the a Trust’s termination of this Agreement with respect to the such Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the applicable Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the such Trust or such Fund) and shall reimburse State Street the Administrator for its 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, State Street the Administrator will deliver the such Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the a Trust or a Fund and distribution of the a Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the such Trust or such Fund is no longer viable (b) a merger of the a Trust or a Fund into, or the consolidation of the a Trust or a Fund with, another entity, or (c) the sale by the a Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the such Trust or such Fund (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 shall in no way affect the rights and duties under this Agreement with respect to the any other Trust or any other Fund.
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 three years from the effective date March 3, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust any Fund or any FundPortfolio, the Trust or applicable Fund shall pay State Street Custodian its compensation due and shall reimburse State Street Custodian for its costs, expenses and disbursements. In the event of: (i) the Trust’s any Fund's termination of this Agreement with respect to the Trust such Fund or its Fund(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 State Street the Custodian is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Trust or applicable Fund shall pay State Street the Custodian its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Custodian with respect to the Trust such Fund or such FundPortfolio) and shall reimburse State Street the Custodian for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Custodian will deliver the Trust’s or such Fund’s records or Portfolio’s securities and cash as set forth hereinhereinbelow. 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 a Fund or a Fund Portfolio and distribution of the Trustsuch Fund’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Fund or such Fund 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 Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Custodian 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 FundFund 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 three years from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
Appears in 4 contracts
Samples: Transfer Agency and Service Agreement (Sprott ETF Trust), Transfer Agency and Service Agreement (ALPS 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 three years from the effective date December 31, 2023 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fund, the Trust or applicable Fund Administrator shall pay State Street Sub-Administrator its compensation due and shall reimburse State Street 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 TrustAdministrator’s termination of this Agreement with respect to the Trust or its Fund(s) Fund 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 State Street the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund Administrator shall pay State Street the Sub-Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Sub-Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Sub-Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Sub-Administrator will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that to liquidate the Trust or such Fund is due to it no longer viable being viable, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Sub-Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date June 9, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such Fund) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund. If a successor transfer agent for one or more 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), Transfer 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 three years from the effective date June 30, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust Fund or any FundPortfolio, the Trust Fund or applicable Fund Portfolio shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Fund(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 State Street the Administrator is not retained to continue providing services hereunder to the Trust Fund or a Fund Portfolio (or its respective successor), the Trust Fund or applicable Fund Portfolio shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street the Administrator with respect to the Trust Fund or such FundPortfolio) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the TrustFund’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust Fund or a Fund Portfolio and distribution of the TrustFund’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Fund or such Fund Portfolio is no longer viable (b) a merger of the Trust Fund or a Fund Portfolio into, or the consolidation of the Trust Fund or a Fund Portfolio with, another entity, or (c) the sale by the Trust Fund or a Fund Portfolio of all, or substantially all, of the TrustFund’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust Fund or such Fund 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 FundFund 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 three years from the effective date June 9, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund. If a successor administrator for one or more 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 three years from the effective date March 30, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Funda Company, the Trust or applicable Fund such Company shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trusta Company’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund such Company (or its respective successor), the Trust or applicable Fund such Company shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundCompany) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundCompany’s records as set 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 Company and distribution of the Trust’s or such FundCompany’s assets as a result of the BoardCompany’s determination in its reasonable business judgment that the Trust or such Fund Company is no longer viable viable, (b) a merger of the Trust or a Fund such Company into, or the consolidation of the Trust or a Fund such Company with, another entity, or (c) the sale by the Trust or a Fund such Company of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Company shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundCompany.
Appears in 3 contracts
Samples: Transfer Agency and Service Agreement (Partners Group Private Equity, LLC), Transfer Agency and Service Agreement (Partners Group Private Equity (Institutional TEI), LLC), Transfer Agency and Service 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 three years from the effective date December 31, 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 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 the a Trust or any FundPortfolio, the applicable Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the a Trust’s termination of this Agreement with respect to the such Trust or one or more of its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the such Trust or a Fund Portfolio(s) (or its respective successor), the applicable Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the such Trust or such FundPortfolio(s)) and shall reimburse State Street the Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the such Trust’s or such FundPortfolio’s records as set 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 a Trust or a Fund Portfolio and distribution of the such Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the such Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the a Trust or a Fund Portfolio into, or the consolidation of the a Trust or a Fund of Portfolio with, another entity, or (c) the sale by the a Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the such Trust or such Fund 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 the any other Trust or any other FundPortfolio.
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 three years from the effective date _________, 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust a Fund or any FundPortfolio, the Trust or applicable Fund or Portfolio shall pay State Street the Transfer Agent its compensation due and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s a Fund's termination of this Agreement with respect to the Trust such Fund or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Trust or applicable Fund or Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust such Fund or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trustsuch Fund’s or such FundPortfolio’s records as set 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 Trustsuch Fund’s or such FundPortfolio’s assets as a result of the 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 with, 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 its assets to another entity, in each of (b) and (c) where State Street the 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 FundFund or Portfolio.
Appears in 2 contracts
Samples: Master Transfer Agency and Service Agreement (Private Advisors Alternative Strategies Master Fund), 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 three years from the effective date January 26th, 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundClient, the Trust or applicable Fund Client shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the TrustClient’s termination of this Agreement with respect to the Trust or its Fund(s) 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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Client (or its respective successor), the Trust or applicable Fund Client shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundClient) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundClient’s records as set 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 Client and distribution of the Trust’s or such FundClient’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Client is no longer viable viable, (b) a merger of the Trust or a Fund Client into, or the consolidation of the Trust or a Fund Client with, another entity, or (c) the sale by the Trust or a Fund Client of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Client Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Class shall in no way affect the rights and duties under this Agreement with respect to the Trust Client or any other FundClass.
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 three years from the effective date May 1, 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust Fund or any FundPortfolio, the Trust Fund or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust Fund or a Fund Portfolio (or its respective successor), the Trust Fund or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust Fund or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the TrustFund’s or such FundPortfolio’s records as set 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 Fund or a Fund Portfolio and distribution of the TrustFund’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Fund or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust Fund or a Fund Portfolio into, or the consolidation of the Trust Fund or a Fund Portfolio with, another entity, or (c) the sale by the Trust Fund or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or Fund such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust Fund or any other FundPortfolio.
Appears in 2 contracts
Samples: Transfer Agency and Service Agreement, Transfer 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 three years from the effective date April 1, 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 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 the Trust Company or any FundPortfolio, the Trust Company or applicable Fund Portfolio shall pay State Street the Administrator its compensation due through the date of termination and shall reimburse State Street the Administrator for its costs, expenses and disbursementsdisbursements incurred through the date of termination. In the event of: (i) the Trust’s termination of Company terminates this Agreement with respect to the Trust Company or its Fund(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 State Street is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor)paragraph, the Trust Company or applicable Fund Portfolio shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street the Administrator with respect to the Trust Company or such FundPortfolio) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt disbursements incurred through the date of such payment and reimbursement, State Street will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreementtermination. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust Company or any other FundPortfolio.
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 three years from the effective date May 9, 2023 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fund, the Trust or applicable Fund Company shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the TrustCompany’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Company (or its respective successor), the Trust or applicable Fund Company shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundCompany) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundCompany’s records as set 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 Company and distribution of the Trust’s or such FundCompany’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Company is no longer viable viable, (b) a merger of the Trust or a Fund Company into, or the consolidation of the Trust or a Fund Company with, another entity, or (c) the sale by the Trust or a Fund Company of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date November 30, 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1two-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 the Trust or any Fundparagraph, the Trust or applicable Fund shall pay State Street the Administrator its compensation due and shall reimburse State Street the Administrator for its costs, expenses and disbursements. In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Trust or such FundAdministrator) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (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 shall in no way affect the rights and duties under survive termination of this Agreement with respect to the Trust or for any other Fundreason.
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 three years from the effective date January 15, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust Fund or any FundPortfolio, the Trust Fund or applicable Fund Portfolio shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Fund(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 State Street the Administrator is not retained to continue providing services hereunder to the Trust Fund or a Fund Portfolio (or its respective successor), the Trust Fund or applicable Fund 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 State Street the Administrator its compensation due through the end of the then-current term Initial Term (based upon the average monthly compensation previously earned by State Street the Administrator with respect to the Trust Fund or such Fund) and shall reimburse State Street for its costs, expenses and disbursementsPortfolio). Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the TrustFund’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust Fund or a Fund Portfolio and distribution of the TrustFund’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Fund or such Fund Portfolio is no longer viable (b) a merger of the Trust Fund or a Fund Portfolio into, or the consolidation of the Trust Fund or a Fund Portfolio with, another entity, or (c) the sale by the Trust Fund or a Fund Portfolio of all, or substantially all, of the TrustFund’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust Fund or such Fund 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 FundFund 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 three years from 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 1one-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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years six (6) months from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1-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 the Trust any Fund or any FundPortfolio, the Trust or applicable Fund shall pay State Street Custodian its compensation due and shall reimburse State Street Custodian for its costs, expenses and disbursements. In the event of: (i) the Trustany Fund’s termination of this Agreement with respect to the Trust such Fund or its Fund(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 State Street the Custodian is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Trust or applicable Fund shall pay State Street the Custodian its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Custodian with respect to the Trust such Fund or such FundPortfolio) and shall reimburse State Street the Custodian for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Custodian will deliver the Trust’s or such Fund’s records or Portfolio’s securities and cash as set forth hereinhereinbelow. 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 a Fund or a Fund Portfolio and distribution of the Trustsuch Fund’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Fund or such Fund 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 Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Custodian 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 FundFund 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 three five (5) years from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fundparagraph, the Trust or applicable Fund shall pay State Street the Transfer Agent its compensation due and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement Agreement, with or without notice, with respect to the Trust or its Fund(s) any Fund 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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a such Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such Fund) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the BoardSponsor’s good faith determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date December 31, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 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 the Trust or any FundTrust, the Trust or applicable Fund shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundTrust) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 2 contracts
Samples: Transfer Agency and Service Agreement (Coller Secondaries Private Equity Opportunities Fund), Transfer 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 three years from the effective date October 14, 2018 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In During the Initial Term, in the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term Initial Term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Fund Portfolio is no longer viable not in the best interest of the Trust or Portfolio, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
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 three (3) years from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In During the Initial Term, in the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term Initial Term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that continuation of the Trust or such Fund Portfolio is no longer viable not in the best interest of the Trust or Portfolio; (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c), (X) where State Street 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 Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.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 three five (5) years from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fundparagraph, the Trust or applicable Fund shall pay State Street the Administrator its compensation due and shall reimburse State Street the Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement Agreement, with or without notice, with respect to the Trust or its Fund(s) any Fund 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a such Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the BoardSponsor’s good faith determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date December 31, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 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 the Trust or any FundTrust, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street 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 Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end effective termination date of this Agreement (prorated for the then-current term (year through the effective termination date based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such FundTrust) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that to liquidate the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 2 contracts
Samples: Administration Agreement (Coller Secondaries Private Equity Opportunities Fund), 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 three five (5) years from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fundparagraph, the Trust or applicable Fund shall pay State Street the Custodian its compensation due and shall reimburse State Street the Custodian for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement Agreement, with or without notice, with respect to the Trust or its Fund(s) any Fund 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 State Street the Custodian is not retained to continue providing services hereunder to the Trust or a such Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Custodian its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Custodian with respect to the Trust or such Fund) and shall reimburse State Street the Custodian for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Custodian will deliver the Trust’s or such Fund’s records securities, funds and other properties as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the BoardSponsor’s good faith determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Custodian is retained to continue providing services to the Trust or such Fund (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 shall in no way affect the rights and duties under survive termination of this Agreement with respect to the Trust or for any other Fundreason.
Appears in 2 contracts
Samples: Custodian Agreement (AccuShares Commodities Trust I), 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 three years from the effective date January 15, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust Fund or any FundPortfolio, the Trust Fund or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust Fund or a Fund Portfolio (or its respective successor), the Trust Fund or applicable Fund 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 State Street the Transfer Agent its compensation due through the end of the then-current term Initial Term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust Fund or such Fund) and shall reimburse State Street for its costs, expenses and disbursementsPortfolio). Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the TrustFund’s or such FundPortfolio’s records as set 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 Fund or a Fund Portfolio and distribution of the TrustFund’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Fund or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust Fund or a Fund Portfolio into, or the consolidation of the Trust Fund or a Fund Portfolio with, another entity, or (c) the sale by the Trust Fund or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or Fund such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust Fund or any other FundPortfolio.
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 three years from the effective date __________, 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust a Fund or any FundPortfolio, the Trust or applicable Fund or Portfolio shall pay State Street the Administrator its compensation due and shall reimburse State Street the Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s a Fund's termination of this Agreement with respect to the Trust such Fund or its Fund(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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Trust or applicable Fund or Portfolio shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street the Administrator with respect to the Trust such Fund or such FundPortfolio) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trustsuch Fund’s or such FundPortfolio’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund or Portfolio and distribution of the Trustsuch Fund’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Fund or such Fund 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 TrustFund’s or FundPortfolio’s assets to another entity, in each of (b) and (c) where State Street the 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 FundFund or Portfolio.
Appears in 2 contracts
Samples: Master Administration Agreement (Private Advisors Alternative Strategies Fund), Master Administration Agreement (Private Advisors Alternative Strategies Master Fund)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from after the effective date first set forth above (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such Fund) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date December 31, 2018 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 Trust or the Transfer Agent 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. The Transfer Agent may terminate this Agreement immediately upon notice to the Trust in the event it is required to do so by a regulator with authority over the Transfer Agent. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any FundTrust, the Trust or applicable Fund shall pay State Street (or cause the Sponsor to pay) the Transfer Agent its compensation due and shall reimburse State Street (or cause the Sponsor to reimburse) the Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor)Trust, the Trust or applicable Fund shall pay State Street (or cause the Sponsor to pay) the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundTrust) and shall reimburse State Street (or cause the Sponsor to reimburse) the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (cb) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (ba) and (cb) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination In the event of the Trust’s termination of the Agreement for any reason, the Transfer Agent shall return any cash or other property of the Trust held by the Transfer Agent. State Street: Limited Access Should the Agreement be terminated by the Trust or the Transfer Agent 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 with respect 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 (or cause the Sponsor to 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 the Transfer Agent is notified of the termination of the Trust, if any one particular Fund Shares remain outstanding after the date of termination, the Transfer Agent thereafter shall in no way affect (i) discontinue the rights registration of transfers of Shares and duties (ii) shall not give any further notices or perform any further acts under the Trust Agreement and this Agreement with respect to unless instructed by the Trust or any other FundSponsor.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (Winklevoss Bitcoin Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(sPortfolio(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the liquidation of the Trust or such Fund Portfolio is no longer viable in the best interest of shareholders , (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (Financial Investors Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date [ ], 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundTrust, the Trust or applicable Fund Administrator shall pay State Street Sub-Administrator its compensation due and shall reimburse State Street Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the TrustAdministrator’s termination of this Agreement with respect to the Trust or its 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 State Street the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund Administrator shall pay State Street the Sub-Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Sub-Administrator with respect to the Trust or such FundTrust) and shall reimburse State Street the Sub-Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Sub-Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Sub-Administrator is retained to continue providing services to the Trust or such Fund (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 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 discussion by the Trust or any other Fundparties.
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 three years from the effective date June 30, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party xxxxx 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 xxxxx 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 xxxxx 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 the Trust Fund or any FundPortfolio, the Trust Fund or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust Fund or a Fund Portfolio (or its respective successor), the Trust Fund or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust Fund or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the TrustFund’s or such FundPortfolio’s records as set 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 Fund or a Fund Portfolio and distribution of the TrustFund’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Fund or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust Fund or a Fund Portfolio into, or the consolidation of the Trust Fund or a Fund Portfolio with, another entity, or (c) the sale by the Trust Fund or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or Fund such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Po1ifolio shall in no way affect the rights and duties under this Agreement with respect to the Trust Fund or any other FundPortfolio.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (Blackstone Alternative Alpha Fund II)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date December 21, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 one hundred and eighty (90180) 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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In Should the event of: (i) Agreement be terminated by either party for any reason and if requested by the Trust’s termination , Administrator agrees to continue performing the services contemplated in this Agreement pursuant to the terms and conditions of this Agreement with respect to at the Trust or its Fund(s) for any reason other than as rates set forth in the immediately preceding paragraph or (ii) then current fee schedule and for a transaction not reasonable period of time to be agreed upon by the parties in good faith, in order to provide for the ordinary course orderly transition of business pursuant services to which State Street is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Trust or such Fund) and shall reimburse State Street for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale an alternative service provider designated by the Trust or a Fund of allso that, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the extent feasible, the services are maintained without interruption. The Trust or such Fund shall reimburse the Administrator for additional costs (or its respective successorto be mutually agreed upon by the parties) on substantially which are reasonably incurred by the same terms as this AgreementAdministrator in the transition. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Administration Agreement (PFM Multi-Manager Series Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date November 30, 2027 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any FundTrust, the Trust or applicable Fund Trustee shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the TrustTrustee’s termination of this Agreement with respect to the Trust or its 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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund Trustee shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundTrust) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the BoardTrustee’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (SPDR S&p 500 Etf Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date August 31, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust , or any Fund, the Trust or applicable Fund shall pay State Street its compensation due and shall reimburse State Street for its costs, expenses and disbursements. In the event of: (iiii) based upon the Trust’s termination of this Agreement with respect determination that there is a reasonable basis to conclude that the Trust Transfer Agent is insolvent or its Fund(s) for any reason other than as set forth in that the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which State Street is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street its compensation due through the end financial condition of the then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Trust or such Fund) and shall reimburse State Street for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street will deliver the Trust’s or such Fund’s records as set forth herein. For the avoidance of doubt, no payment will be required pursuant to clause (ii) of this paragraph Transfer Agent is deteriorating in the event of any transaction such (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreementmaterial respect. Termination of this Agreement with respect to any one particular Fund 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 person as the Trust or any other Fundmay 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 three 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 1-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 the Trust any Fund or any FundPortfolio, the Trust or applicable Fund shall pay State Street Custodian its compensation due and shall reimburse State Street Custodian for its costs, expenses and disbursements. In the event of: (i) the Trustany Fund’s termination of this Agreement with respect to the Trust such Fund or its Fund(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 State Street the Custodian is not retained to continue providing services hereunder to the Trust or a Fund or Portfolio (or its respective successor), the Trust or applicable Fund shall pay State Street the Custodian its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Custodian with respect to the Trust such Fund or such FundPortfolio) and shall reimburse State Street the Custodian for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Custodian will deliver the Trust’s or such Fund’s records or Portfolio’s securities and cash as set forth hereinherein 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 the Trust a Fund or a Fund Portfolio and distribution of the Trustsuch Fund’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Fund or such Fund 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 Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Custodian 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 FundFund 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
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date December 1, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1-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 the Trust or any Funda Trust, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street 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 a Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the applicable Trust or applicable Fund shall pay State Street the Administrator the present value of its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such FundTrust) and shall reimburse State Street the Administrator for its documented costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 a Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the a Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the a Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Trust shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundTrust. In connection with the termination of this Agreement with respect to one or more 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 three-year term ending three years from the effective date May 31, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio. 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 1 contract
Samples: Transfer Agency and Service Agreement (Franklin Templeton ETF Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial 3-year term ending three years from the effective date December 11, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (Lattice Strategies Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date ________________, 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 (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 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 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 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. For purposes of this Section 12, references to a Company’s Portfolios shall include such Company’s Subsidiaries. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust a Company or any FundPortfolio, the Trust applicable Company or applicable Fund Portfolio shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursementsdisbursements in accordance with this Agreement. In the event of: (i) the Trusta Company’s termination of this Agreement with respect to the Trust such Company or its Fund(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 State Street the Administrator is not retained to continue providing services hereunder to the Trust such Company or a Fund such Portfolio (or its respective successor), the Trust applicable Company or applicable Fund Portfolio shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust such Company or such FundPortfolio) and shall reimburse State Street the Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trustsuch Company’s or such FundPortfolio’s records as set 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 a Company or a Fund Portfolio and distribution of the Trustsuch Company’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust such Company or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust a Company or a Fund Portfolio into, or the consolidation of the Trust a Company or a Fund Portfolio with, another entity, or (c) the sale by the Trust a Company or a Fund Portfolio of all, or substantially all, of the Trustsuch Company’s or FundPortfolio’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust such Company or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Company or Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundCompany or Portfolio.
Appears in 1 contract
Samples: Master Administration and Accounting Agreement (Alcentra Capital Corp)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date April 30,, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Custodian its compensation due through the date of termination and shall reimburse State Street Custodian for its costs, expenses and disbursements. In During the Initial Term of this Agreement, in the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Custodian is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Custodian its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Custodian with respect to the Trust or such Fund) (“Agreed Upon Payment”) and shall reimburse State Street the Custodian for its costs, expenses and disbursements. Upon receipt of such payment Agreed Upon Payment and reimbursement, State Street the Custodian will deliver the Trust’s or such Fund’s records securities and cash as set forth hereinherein below. For the avoidance of doubt, no payment Agreed Upon 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Custodian is retained to continue providing services to the Trust Fund or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. For the avoidance of doubt, no Agreed Upon Payment will be made during any Renewal Term of this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund. The provisions of Sections 14 and 15 and the indemnification obligations of Section 9 of this Agreement shall survive termination of this Agreement for any reason.
Appears in 1 contract
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date May 2, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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. 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 the Trust Corporation or any Fund, the Trust Corporation or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the TrustCorporation’s termination of this Agreement with respect to the Trust Corporation or its Fund(s) a Fund 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust Corporation or a Fund (or its respective successor), the Trust Corporation or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust Corporation or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the TrustCorporation’s or such Fund’s records as set 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 consisting of (a) the liquidation or dissolution of the Trust Corporation or a Fund and distribution of the TrustCorporation’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Corporation or such Fund is no longer viable (b) a merger of the Trust Corporation or a Fund into, or the consolidation of the Trust Corporation or a Fund with, another entity, or (c) the sale by the Trust Corporation or a Fund of all, or substantially all, of the TrustCorporation’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust Corporation or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust Corporation or any other Fund.
Appears in 1 contract
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date April 1, 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date June 1, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1two-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (OWLshares Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date September [__] 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Administrator its compensation due for services performed hereunder and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date April 1, 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon Subject to applicable law, upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the continued operation of the Trust or such Fund is no longer viable or in the best interests of shareholders, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Administration Agreement (AB Multi-Manager Alternative Fund)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date February 7, 2023 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any Fund, the Trust or the, applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or the applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (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 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 (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 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 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 shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from 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 1one-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 the Trust or any Fund, the Trust or applicable Fund Company shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursementsdisbursements in accordance with this Agreement. In the event of: (i) the TrustCompany’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Company (or its respective successor), the Trust or applicable Fund Company shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundCompany) and shall reimburse State Street the Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundCompany’s records as set 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 Company and distribution of the Trust’s or such FundCompany’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Company is no longer viable viable, (b) a merger of the Trust or a Fund Company into, or the consolidation of the Trust or a Fund Company with, another entity, or (c) the sale by the Trust or a Fund Company of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (Varagon Capital Corp.)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three five (5) years from the effective date (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 jurisdiction. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any Fund, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. disbursements then due with respect to this Agreement Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable shall be liquidated or dissolved (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Administration Agreement (VanEck Vectors ETF Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date June 1, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1two-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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.forth
Appears in 1 contract
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date _________, 20[__] (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fund, the Trust or applicable Fund Administrator shall pay State Street Sub-Administrator its compensation due and shall reimburse State Street Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the TrustAdministrator’s termination of this Agreement with respect to the Trust or its 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 State Street the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a any Fund (or its respective successor), the Trust or applicable Fund Administrator shall pay State Street the Sub-Administrator its compensation due through the end of the then-then current term (based upon the average monthly compensation previously earned by State Street Sub-Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Sub-Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Sub-Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a any Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Sub-Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Sub Administration Agreement (Kennedy Lewis Capital Co)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date August 25, 2016 (the “"Initial Term”"). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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, or (iii) with respect to the applicable Fund(s), in the event of the termination of the Administration Agreement with respect to any of the Fund(s). Upon Except upon termination of this Agreement pursuant to this paragraph with respect to by the Administrator, Trust or any FundFund for material breach by the Sub-Administrator, the Trust or applicable Fund Administrator shall pay State Street Sub-Administrator its compensation due and shall reimburse State Street Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s Administrator's termination of this Agreement with respect to the Trust or its 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 State Street the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund Administrator shall pay State Street the Sub-Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Sub-Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Sub-Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s 's or such Fund’s 's assets as a result of the Board’s 's determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s 's or Fund’s 's assets to another entity, in each of (b) and (c) where State Street the Sub-Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same similar terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date October 31, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund. If a successor administrator for one or more 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
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from on the effective 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 1one-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 the Trust or any Fund, the Trust or applicable Fund Company shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the TrustCompany’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Company (or its respective successor), the Trust or applicable Fund Company shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundCompany) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundCompany’s records as set 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 Company and distribution of the Trust’s or such FundCompany’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Company is no longer viable viable, (b) a merger of the Trust or a Fund Company into, or the consolidation of the Trust or a Fund Company with, another entity, or (c) the sale by the Trust or a Fund Company of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date December 31, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Administration Agreement (Litman Gregory Funds Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date November 30, 2027 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any FundTrust, the Trust or applicable Fund Trustee shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the TrustTrustee’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund Trustee shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such FundTrust) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the BoardTrustee’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the Trust or a Fund into, or the Information Classification: Limited Access consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Administration 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 three years from the effective date October 1, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any Fundparagraph, the Trust or applicable Fund shall pay State Street (or cause the Sponsor to pay) Administrator its compensation due and shall reimburse State Street (or cause the Sponsor to reimburse) Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such FundTrust) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable assets, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 term ending three years from the effective date ________, 20__ (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and undisputed and shall reimburse State Street 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 Trust’s termination of this Agreement with respect to the Trust or its Fund(sPortfolio(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 State Street is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term Initial Term (based upon the average monthly compensation previously earned by State Street Transfer Agent during the term with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costsreasonable out-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, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio. Notwithstanding the above, in the event of the termination of the Custodian Agreement or the 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 three years from on the effective second (2nd) anniversary of the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street its compensation due and shall reimburse State Street for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the any Trust or Fund, the Administrator shall pay Sub-Administrator its Fund(s) compensation due for services rendered through such date, and shall reimburse Sub-Administrator for its reasonable costs, expenses and disbursements. Upon termination of this Agreement, with respect to any reason other than Trust or Fund, and receipt of payments due, the Sub-Administrator will deliver such Trust’s or Fund’s, as applicable, records as set forth in herein. In the immediately preceding paragraph or (ii) a transaction not in event of termination of this Agreement, the ordinary course Sub-Administrator shall reasonably assist with the transition of business pursuant to which State Street is not retained to continue providing services hereunder to a new Sub-Administrator as reasonably requested by the Trust Administrator or a Fund (or its respective successor), the Trust or applicable Fund Trust. The Administrator shall pay State Street the Sub-Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Trust or such Fund) transition period, if any, and shall reimburse State Street Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of disbursements during such payment and reimbursement, State Street will deliver the Trust’s or such Fund’s records as set forth hereinperiod. 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 the any Trust or a Fund and distribution of the such Trust’s or such Fund’s assets as a result of the Board’s determination by the Board of such Trust in its reasonable business judgment that the a Trust or such Fund is no longer viable viable, (b) a merger of the a Trust or a Fund into, or the consolidation or combination of the a Trust or a Fund with, another entity, or (c) the sale by the a Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (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 shall in no way affect the rights and duties under this Agreement with respect to the any other Trust or any other Fund.
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 three years from the effective date __________, 20__ (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1-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 the Agreement pursuant to this paragraph with respect to the Trust or any Fundparagraph, the Trust or applicable Fund shall pay State Street Custodian its compensation due and undisputed and shall reimburse State Street Custodian for its costs, reasonable out-of-pocket expenses and disbursementsassociated with such termination. All out-of-pocket expenses under this sub-paragraph for which the Custodian seeks reimbursement must be pre-approved by the Fund in writing; such approval shall not be unreasonably withheld. In the event of: (i) of the Trust’s Fund's termination of this Agreement with respect to during the Trust or its Fund(s) 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 State Street is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Custodian its compensation due through the end of the then-current term Initial Term (based upon the average monthly compensation previously earned by State Street Custodian during the term with respect to the Trust or such Fund) and shall reimburse State Street the Custodian for its costsreasonable out-of-pocket expenses associated with such termination (“Termination Payment”). All out-of-pocket expenses under this sub-paragraph for which the Custodian seeks reimbursement must be pre-approved by the Custodian in writing; such approval shall not be unreasonably withheld. Promptly upon the Fund’s request, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Custodian will deliver the Trust’s or such Fund’s records securities and cash as set forth hereinhereinbelow. 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s ’ assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity. The provisions of Sections 6, in each of (b) 11 and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination 12 of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under survive termination of this Agreement with respect for any reason. Notwithstanding the above, in the event of the termination of the Transfer Agent and Service Agreement or the Administration Agreement between State Street and the Fund, the Fund at any time may terminate this Agreement in whole or in part. The Fund may terminate this Agreement immediately without penalty on written notice to State Street in the Trust or any other Fundevent that a material breach of this Agreement, the Transfer Agent and Services Agreement and/or the Administration Agreement by State Street that has not been cured 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: Custodian Agreement (Principal Exchange-Traded Funds)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial a term ending three years from the effective date October 31, 2015 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
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 three years from 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 1one-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 the Trust or any Fund, the Trust or applicable Fund Administrator shall pay State Street Sub-Administrator its compensation due and shall reimburse State Street Sub-Administrator for its costs, expenses and disbursementsdisbursements in accordance with this Agreement. In the event of: (i) the TrustAdministrator’s termination of this Agreement with respect to the Trust or its 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 State Street the Sub-Administrator is not retained to continue providing services hereunder to the Trust Administrator or a the Fund (or its respective successor), the Trust or applicable Fund Administrator shall pay State Street the Sub-Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Sub-Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Sub-Administrator for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Sub-Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Sub-Administrator is retained to continue providing services to the Trust Administrator or such the Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Sub Administration Agreement (Varagon Capital Corp.)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date October 17, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust Fund or any FundPortfolio, the Trust Fund or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust Fund or a Fund Portfolio (or its respective successor), the Trust Fund or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust Fund or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the TrustFund’s or such FundPortfolio’s records as set 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 Fund or a Fund Portfolio and distribution of the TrustFund’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Fund or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust Fund or a Fund Portfolio into, or the consolidation of the Trust Fund or a Fund Portfolio with, another entity, or (c) the sale by the Trust Fund or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or Fund such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust Fund or any other FundPortfolio.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (HIMCO Variable Insurance Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date , 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust Fund or any FundPortfolio, the Trust Fund or applicable Fund Portfolio shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Fund(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 State Street the Administrator is not retained to continue providing services hereunder to the Trust Fund or a Fund Portfolio (or its respective successor), the Trust Fund or applicable Fund Portfolio shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust Fund or such FundPortfolio) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the TrustFund’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust Fund or a Fund Portfolio and distribution of the TrustFund’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Fund or such Fund Portfolio is no longer viable (b) a merger of the Trust Fund or a Fund Portfolio into, or the consolidation of the Trust Fund or a Fund Portfolio with, another entity, or (c) the sale by the Trust Fund or a Fund Portfolio of all, or substantially all, of the TrustFund’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust Fund or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust Fund or any other FundPortfolio.
Appears in 1 contract
Samples: Administration Agreement (Blackstone Alternative Investment Funds)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years one year from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any FundTrust, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such FundTrust) and shall reimburse State Street the Administrator for its costs, expenses and disbursementsdisbursements then due with respect to this Agreement. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the BoardTrustee’s determination in its reasonable business judgment that the Trust shall be liquidated or such Fund is no longer viable dissolved (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three (3) years from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursementsdisbursements owed under this Agreement. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund 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 Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
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 three years from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(sPortfolio(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
Appears in 1 contract
Samples: Transfer 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 three years from the effective date November 4, 2024 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any FundTrust, the Trust or applicable Fund shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such Fundfor the previous twelve (12) month period) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust shall be liquidated or such Fund is no longer viable dissolved, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (VanEck Bitcoin Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date July 20, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
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 four-year term ending three years from the effective date (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any Fund, the Trust or the applicable Fund shall pay State Street Administrator its compensation due for services performed under this Agreement and shall reimburse State Street 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 Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or the applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements, including those associated with the transfer of any records maintained by the Administrator. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (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 shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date hereof (the “"Initial Term”"). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s 's termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s 's or such Fund’s Portfolio's records as set 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 Portfolio and distribution of the Trust’s 's or such Fund’s Portfolio's assets as a result of the Board’s 's determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
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 three years from the effective date November 30, 2027 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any FundTrust, the Trust or applicable Fund Trustee shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the TrustTrustee’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund Trustee shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such FundTrust) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the BoardTrustee’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date December 31, 2023 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 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 the Trust or any FundTrust, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street 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 Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end effective termination date of this Agreement (prorated for the then-current term (year through the effective termination date based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such FundTrust) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that to liquidate the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Administration Agreement (JPMorgan Private Markets Fund)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date December 8, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the a Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such Fund) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (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 shall in no way affect the rights and duties under this Agreement with respect to the any other Trust or any other Fund.
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 three years from the effective date August 31, 2016 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
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 three years from the effective date November 30, 2027 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any FundTrust, the Trust or applicable Fund Trustee shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the TrustTrustee’s termination of this Agreement with respect to the Trust or its 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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund Trustee shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundTrust) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the BoardTrustee’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.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 five year term ending three years from the effective date ________, 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(sPortfolio(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (Elevation Series Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date December 31, 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(sPortfolio(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
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 three years from the effective date [Date], 202[ ] (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundTrust, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such FundTrust) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination determination, made in its reasonable business judgment that judgment, to liquidate the Trust or such Fund is no longer viable Trust, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date August 23, 2028 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due and shall reimburse State Street the Transfer Agent for its reasonable costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(sany 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 State Street the Agreement is terminated as a result of the Transfer Agent not being retained to continue providing services hereunder to the Trust or a Fund such Portfolio(s) (or its the respective successorsuccessor(s)), the Trust or applicable Fund Portfolio(s) shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
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 term ending three years from the effective date [ ], 2026 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundTrust, the Trust or applicable Fund Administrator shall pay State Street Sub-Administrator its compensation due and shall reimburse State Street Sub-Administrator for its costs, expenses and disbursements. In the event of: (i) the TrustAdministrator’s termination of this Agreement with respect to the Trust or its 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 State Street the Sub-Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund Administrator shall pay State Street the Sub-Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Sub-Administrator with respect to the Trust or such FundTrust) and shall reimburse State Street the Sub-Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Sub-Administrator will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Sub-Administrator is retained to continue providing services to the Trust or such Fund (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 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 discussion by the Trust or any other Fundparties.
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 three years from the effective date March 31, 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any FundCompany, the Trust or applicable Fund Company shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the TrustCompany’s termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund Company (or its respective successor), the Trust or applicable Fund Company shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such FundCompany) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such FundCompany’s records as set 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 Company and distribution of the Trust’s or such FundCompany’s assets as a result of the Board’s members’ determination in its reasonable business judgment that the Trust or such Fund Company is no longer viable (b) a merger of the Trust or a Fund Company into, or the consolidation of the Trust or a Fund Company with, another entity, or (c) the sale by the Trust or a Fund Company of all, or substantially all, of the Trust’s or FundCompany’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Administration 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 three years from the effective date December 8, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the a Trust or any Fund, the Trust or applicable Fund shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the a Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such Fund) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund (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 shall in no way affect the rights and duties under this Agreement with respect to the any other Trust or any other Fund.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (Weiss Strategic Interval Fund)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date October 20, 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(sPortfolio(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or of a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (Northern Lights Fund Trust IV)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from on the effective second (2nd) anniversary of the date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Agreement may terminate this Agreement: (i) in be terminated with respect to any Trust or Fund at any time, 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 Board of a conservator Trustees (the “Board”) of such Trust, or receiver for the other by any 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 the any Trust or any Fund, the Trust or applicable Fund shall pay State Street the Transfer Agent its compensation due for services rendered through such date, and shall reimburse State Street the Transfer Agent 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 reimbursement, the Transfer Agent will deliver such Trust’s or Fund’s records, as applicable, as set forth herein. In the event of termination of this Agreement, the Transfer Agent shall reasonably assist with the transition of services hereunder to a new Transfer Agent as reasonably requested by such Trust. Each Trust shall pay the Transfer Agent its compensation due through the end of such transition period, if any, and shall reimburse the Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Trust or such Fund) and shall reimburse State Street for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street will deliver the Trust’s or such Fund’s records as set forth herein. 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 the a Trust or a Fund and distribution of the such Trust’s or such Fund’s Funds assets as a result of the Board’s determination by the Board in its reasonable business judgment that the such Trust or such Fund is no longer viable viable, (b) a merger of the a Trust or a Fund into, or the consolidation of the a Trust or a Fund with, another entity, or (c) the sale by the a Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the any other Trust or any other Fund.
Appears in 1 contract
Samples: Master Transfer Agency and Service Agreement (Carlyle Select Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date July 29, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1three-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; (iii) upon 90 days prior written notice by the Trust(s); or (iv) upon 180 days’ prior written notice by the Transfer Agent. Upon termination of this Agreement pursuant to this paragraph with respect to the any Trust or any FundPortfolio, the applicable Trust or applicable Fund shall pay State Street the Transfer Agent its compensation due and shall reimburse State Street the Transfer Agent for its reasonable costs, expenses and disbursements. In the event of: (i) the any Trust’s 's termination of this Agreement with respect to the such Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the a Trust or a Fund Portfolio (or its respective successor), the applicable Trust or applicable Fund shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust such Fund or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the such Trust’s or such FundPortfolio’s records securities and cash as set forth hereinhereinbelow. 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 a Trust or a Fund Portfolio and distribution of the such Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable viable, (b) a merger of the a Trust or a Fund Portfolio into, or the consolidation of the a Trust or a Fund Portfolio with, another entity, or (c) the sale by the a Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the such Trust or such Fund 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 the any other Trust or any other FundPortfolio.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (American Century Etf Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years one year from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 the Trust or any FundTrust, the Trust or applicable Fund shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such Fundfor the previous twelve (12) month period) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust shall be liquidated or such Fund is no longer viable dissolved, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date March 31, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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, or (iii) based upon the Trust’s determination that there is a reasonable basis to conclude that the Administrator is insolvent or that the financial condition of the Administrator is deteriorating in any material respect. Upon termination of this Agreement pursuant to this paragraph Section with respect to the Trust or any a Fund, the Trust or applicable Fund shall pay State Street the Administrator its compensation due and shall reimburse State Street the Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s disbursements except, if termination is based on termination for a material breach of this Agreement coupled with respect the Administrator’s failure to the Trust or meet its Fund(s) for any reason other than as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course standard of business pursuant to which State Street is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Trust or such Fund) and shall reimburse State Street for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as care under this Agreement, less any losses or damages caused by such event. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund. 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 Trust may direct. If directed by the Trust, 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 1 contract
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from on the effective 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 1-1- year terms (each, a “Renewal Term”) unless a written notice of non-renewal is delivered by the non-renewing party no later than ninety 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 the Trust any or any Fundall Funds, the Trust or applicable Fund Administrator shall pay State Street its compensation due and shall reimburse State Street for its costs, expenses and disbursementsdisbursements in accordance with this Agreement. In the event of: (i) the TrustAdministrator’s termination of this Agreement with respect to the Trust or its 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 State Street is not retained to continue providing services hereunder to the Trust Administrator or a Fund the Funds (or its respective their successor), the Trust or applicable Fund Administrator shall pay State Street its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Trust or such FundFunds) and shall reimburse State Street for its reasonable costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street will deliver the Trust’s or such FundAdministrator’s records as set 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 (a) the Administrator is no longer retained as administrator to the Funds, (b) the liquidation or dissolution of the Trust or a Fund Funds and distribution of the Trust’s or such Fund’s a Funds’ assets as a result of the relevant Board’s determination in its reasonable business judgment that the Trust or such Fund is Funds are no longer viable (bc) a merger of the Trust or a Fund Funds into, or the consolidation of the Trust or a Fund Funds with, another entity, or (cd) the sale by the Trust or a Fund Funds of all, or substantially all, of the Trust’s or Fund’s Funds’ assets to another entity, in each of (bc) and (cd) where State Street is retained to continue providing services to the Trust Administrator or such Fund the Funds (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Services Agreement (New Mountain Guardian IV BDC, L.L.C.)
Effective Period and Termination. 11.1. This Agreement shall remain in full force and effect for an initial term ending a period of three (3) years from the effective date on which the initial Trust or Trusts commence operations (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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.
11.2. During the Initial Term and thereafter, either party may the Transfer Agent may, at its discretion, terminate this Agreement: Agreement for cause with respect to any Trust by providing not less than sixty (i60) in days prior written notice to the event Trust upon the occurrence of any of the other partyfollowing termination events:
(a) the Trust’s material breach of a material provision of this Agreement that the other party Trust has either (ai) failed to cure or (bii) failed to establish a remedial plan to cure that is reasonably acceptable, within 60 sixty (60) days’ written notice of such breach;
(b) the Trust has been convicted, pled guilty or pled no contest to criminal conduct in a criminal proceeding;
(c) the Trust has been found to have materially violated federal or state law in an administrative or regulatory proceeding in a manner that directly relates to the products and services contemplated herein;
(d) the Trust has encountered financial difficulties which are evidenced by the authorization or commencement of, or involvement by way of pleading, answer, consent or acquiescence in, a voluntary or involuntary case under Title 11 of the United Code, as from time to time is in effect, or any applicable law, other than said Title 11, of any jurisdiction relating to the liquidation or reorganization of debtors or the modification or alteration of the rights of creditors;
(iie) in the event of the appointment of a conservator or receiver for the other party Trust or upon the happening of a like event to the other party Trust at the direction of an appropriate agency or court of competent jurisdiction; or
(f) the Trust (i) transfers fifty percent (50%) or more of any class of its voting securities, (ii) transfers all, or substantially all, of its assets to a non-affiliate, or (iii) attempts to assign this Agreement in violation of Section 12 of this Agreement. Upon termination of this Agreement pursuant to this paragraph with respect to the Trust or any FundSection 10.2, the Trust or applicable Fund shall pay State Street the Transfer Agent its compensation due and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(s) for any reason other than disbursements as set forth in the immediately preceding paragraph or (ii) a transaction not in the ordinary course of business pursuant to which State Street is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Trust or such Fund) and shall reimburse State Street for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fundfee schedule.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (Fidelity Covington Trust)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date [ ], 2014 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundPortfolio, the Trust or applicable Fund Portfolio shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Portfolio (or its respective successor), the Trust or applicable Fund Portfolio shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundPortfolio) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundPortfolio’s records as set 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 Portfolio and distribution of the Trust’s or such FundPortfolio’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Portfolio is no longer viable (b) a merger of the Trust or a Fund Portfolio into, or the consolidation of the Trust or a Fund Portfolio with, another entity, or (c) the sale by the Trust or a Fund Portfolio of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Portfolio (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Portfolio shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundPortfolio.
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 three years from the effective date June 30, 2016 (the “"Initial Term”"). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundTrust, the Trust or applicable Fund shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the Trust’s 's termination of this Agreement with respect to the Trust or its 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 State Street the Administrator is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Administrator with respect to the Trust or such FundTrust) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the Trust’s or such Fund’s 's records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s 's assets as a result of the Board’s 's determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s 's assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date May 31, 2019 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fund, the Trust or applicable Fund shall pay State Street its compensation due and shall reimburse State Street for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its 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 State Street is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund FT Services shall pay State Street its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street with respect to the Trust or such Fund) and shall reimburse State Street for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street will deliver the Trust’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust or a Fund and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s assets to another entity, in each of (b) and (c) where State Street is retained to continue providing services to the Trust or such Fund (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 shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date December 1, 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 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 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 the Trust or any FundTrust, the Trust or applicable Fund shall pay State Street (or cause the Sponsor to pay) Transfer Agent its compensation due and shall reimburse State Street (or cause the Sponsor to reimburse) Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trust’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor)Trust, the Trust or applicable Fund shall pay State Street (or cause the Sponsor to pay) the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such Fund) and shall reimburse State Street (or cause the Sponsor to reimburse) the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such Fund’s records as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (cb) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (ba) and (cb) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date October 4, 2025 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Fundparagraph, the Trust or applicable Fund Company shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the TrustCompany’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Company (or its respective successor), the Trust or applicable Fund Company shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundCompany) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundCompany’s records as set 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 Company and distribution of the Trust’s or such FundCompany’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund Company is no longer viable viable, (b) a merger of the Trust or a Fund Company into, or the consolidation of the Trust or a Fund Company with, another entity, or (c) the sale by the Trust or a Fund Company of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
Appears in 1 contract
Samples: Transfer Agency and Service Agreement (Lord Abbett Private Credit Fund)
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years one year from the effective date hereof (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundCompany, the Trust or applicable Fund Company shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the TrustCompany’s termination of this Agreement with respect to the Trust or its 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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund Company (or its respective successor), the Trust or applicable Fund Company shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundCompany) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundCompany’s records as set 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 Company and distribution of the Trust’s or such FundCompany’s assets as a result of the BoardCompany’s determination in its reasonable business judgment that the Trust or such Fund Company is no longer viable viable, (b) a merger of the Trust or a Fund Company into, or the consolidation of the Trust or a Fund Company with, another entity, or (c) the sale by the Trust or a Fund Company of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fund.
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 three years from the effective date May 31, 2020 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any Funda Company, the Trust or applicable Fund such Company shall pay State Street Transfer Agent its compensation due and shall reimburse State Street Transfer Agent for its costs, expenses and disbursements. In the event of: (i) the Trusta Company’s termination of this Agreement with respect to the Trust or its Fund(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 State Street the Transfer Agent is not retained to continue providing services hereunder to the Trust or a Fund such Company (or its respective successor), the Trust or applicable Fund such Company shall pay State Street the Transfer Agent its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street Transfer Agent with respect to the Trust or such FundCompany) and shall reimburse State Street the Transfer Agent for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Transfer Agent will deliver the Trust’s or such FundCompany’s records as set 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 Company and distribution of the Trust’s or such FundCompany’s assets as a result of the BoardCompany’s determination in its reasonable business judgment that the Trust or such Fund Company is no longer viable viable, (b) a merger of the Trust or a Fund such Company into, or the consolidation of the Trust or a Fund such Company with, another entity, or (c) the sale by the Trust or a Fund such Company of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Transfer Agent is retained to continue providing services to the Trust or such Fund Company (or its respective successor) on substantially the same terms as this Agreement. Termination of this Agreement with respect to any one particular Fund Company shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other FundCompany. Should the Agreement be terminated by either party for any reason and if requested by the Company, 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 Company so that, to the extent feasible, the services are maintained without interruption. The Company 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 1 contract
Samples: Transfer Agency and Service Agreement (Franklin Templeton ETF Trust)
Effective Period and Termination. This Agreement shall become effective on the earlier of (1) the date that the Fund satisfies its minimum offering requirements as set forth in the Prospectus or (2) the date it acquires its first investment (the “Effective Date”) and shall remain in full force and effect thereafter for an initial term ending of three (3) years from the effective date (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust or any FundAgreement, the Trust or applicable Fund shall pay State Street Custodian its compensation Fees and Expenses then due and shall reimburse State Street for its costs, expenses and disbursementspayable. In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust or its 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 State Street the Custodian is not retained to continue providing services hereunder to the Trust or a Fund (or its respective successor), the Trust or applicable Fund shall pay State Street the Custodian its compensation due through the end of the then-current term (based upon the average monthly fee compensation previously earned by State Street with respect to the Trust or such FundCustodian) and shall reimburse State Street the Custodian for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Custodian will deliver the Trust’s or such Fund’s records securities and cash as set 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 and distribution of the Trust’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust or such Fund is no longer viable viable, (b) a merger of the Trust or a Fund into, or the consolidation of the Trust or a Fund with, another entity, or (c) the sale by the Trust or a Fund of all, or substantially all, of the Trust’s or Fund’s its assets to another entity, in each of (b) and (c) where State Street the Custodian is retained to continue providing services to the Trust or such Fund (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 shall in no way affect the rights and duties under this Agreement with respect to the Trust or any other Fundreason.
Appears in 1 contract
Effective Period and Termination. This Agreement shall remain in full force and effect for an initial term ending three years from the effective date [ ], 2017 (the “Initial Term”). After the expiration of the Initial Term, this Agreement shall automatically renew for successive 1one-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 the Trust Fund or any FundPortfolio, the Trust Fund or applicable Fund Portfolio shall pay State Street Administrator its compensation due and shall reimburse State Street Administrator for its costs, expenses and disbursements. In the event of: (i) the TrustFund’s termination of this Agreement with respect to the Trust Fund or its Fund(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 State Street the Administrator is not retained to continue providing services hereunder to the Trust Fund or a Fund Portfolio (or its respective successor), the Trust Fund or applicable Fund Portfolio shall pay State Street the Administrator its compensation due through the end of the then-current term (based upon the average monthly compensation previously earned by State Street the Administrator with respect to the Trust Fund or such FundPortfolio) and shall reimburse State Street the Administrator for its costs, expenses and disbursements. Upon receipt of such payment and reimbursement, State Street the Administrator will deliver the TrustFund’s or such Fund’s records as set 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 (a) the liquidation or dissolution of the Trust Fund or a Fund Portfolio and distribution of the TrustFund’s or such Fund’s assets as a result of the Board’s determination in its reasonable business judgment that the Trust Fund or such Fund Portfolio is no longer viable (b) a merger of the Trust Fund or a Fund Portfolio into, or the consolidation of the Trust Fund or a Fund Portfolio with, another entity, or (c) the sale by the Trust Fund or a Fund Portfolio of all, or substantially all, of the TrustFund’s or Fund’s assets to another entity, in each of (b) and (c) where State Street the Administrator is retained to continue providing services to the Trust Fund or such Fund 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 FundFund or Portfolio.
Appears in 1 contract
Samples: Administration Agreement (Blackstone Real Estate Income Fund)