FORESIDE SERVICES AND DUTIES Clause Samples

FORESIDE SERVICES AND DUTIES. (i) Subject to the provisions of Section 4 below, Foreside shall market the Fund to entities including, but not limited to, broker dealers and investment advisers that make investments in the Fund on behalf of their customers ("Financial Intermediaries") utilizing in person, written, electronic or telephonic communication with a view to providing information regarding, and increasing the Financial Intermediaries' awareness of the Fund with the ultimate goal of having the Financial Intermediary execute Qualifying Purchase Transactions (assets raised on behalf of the Fund during the offering period including over allotments, if any, excluding assets contributed by affiliated persons of the Fund). Such communication shall be subject to review and approval of RMR and RMR shall be responsible for filing all marketing materials with the Securities and Exchange Commission (the "Commission") and self-regulatory organizations. Foreside will not solicit Customer Accounts for RMR. (ii) Foreside and its wholesalers shall comply with all applicable laws, rules and regulations of regulatory authorities (including self-regulatory organizations) having jurisdiction over the activities contemplated by the Agreement, and shall fully comply with all policies and procedures of the Fund providing in writing to Foreside pursuant to this agreement. (iii) Foreside will provide to RMR all relevant wholesaler activity reporting. (iv) In performing marketing services with respect to the Fund, no wholesaler retained by Foreside shall make any representations concerning or provide any information regarding the Fund, except those contained in the Fund's then current Prospectus and Statement of Additional Information ("▇▇▇") as filed with the Commission and printed information issued by the Fund as advertising or information supplemental to the Prospectus. (v) Foreside shall not, nor shall any wholesaler retained by Foreside, use any materials whatsoever relating to the Fund, including but without limitation, written, electronic, audio or visual sales materials, unless approved in writing by an authorized RMR officer. (vi) Foreside shall promptly notify RMR of any oral or written Fund shareholder complaint received by, or notice of any regulatory investigation or proceeding brought against, it or any of its wholesalers the scope of which includes to any activities undertaken or similar to those undertaken in connection with this Agreement.