Common use of FUND COMPLIANCE Clause in Contracts

FUND COMPLIANCE. FMG LLC shall provide the following compliance services in conjunction with the Adviser’s obligations pursuant to its Investment Advisory Agreement with the Trust and all applicable laws. A. At the direction of the Trust’s Chief Compliance Officer (“CCO”), create, review, maintain and update as required from time to time (including to reflect any amendments to Rule 38a-1) written policies, procedures, reports, Board presentations, annual reviews and other records comprising the Trust’s Compliance Program. B. At the direction of the Trust’s CCO, conduct, as needed in response to significant compliance events, changes in business arrangements and regulatory developments and, in no event less than annually, a review of the Trust’s Compliance Program which will include a review of the adequacy of the policies and procedures and the effectiveness of their implementation. C. Monitor and periodically test, including on required quarterly testing dates, each Portfolio’s compliance with the requirements of Section 817(h) of the Code and applicable Treasury Regulations. D. At the direction of the Trust’s CCO, assist in the preparation of an annual written report to the Board that, at a minimum, addresses: (i) The CCO’s assessment of the operation of the policies and procedures of the Trust and each investment adviser (including any sub-advisers), principal underwriter, administrator and transfer agent of the Trust; (ii) Each Material Compliance Matter (as defined in Rule 38a-1) that occurred since the date of the last report; (iii) The CCO’s assessment of the adequacy of the policies and procedures and the effectiveness of their implementation; and (iv) Any follow-up items, analyses or reports requested by the Board. E. Monitor and periodically test each Fund’s compliance with investment restrictions (e.g., issuer or industry diversification, etc.) listed in the current Prospectus or that otherwise apply to the Trust and its Funds. F. Monitor and periodically test, including on required quarterly testing dates, each Fund’s compliance with the requirements of Section 851 of the Code and applicable Treasury Regulations for qualification as a RIC. G. Monitor each investment sub-adviser’s compliance with Board directives and Fund policies and procedures such as “Approved Issuers Listings for Repurchase Agreements”, Rule 17a-7, Rule 17e-1 and Rule 12d-3 procedures. H. Assist with the administration of the Trust’s Code of Ethics and prepare and distribute quarterly requests for “Securities Transaction Reports” to the Trust’s Trustees and Officers and “access persons” under the terms of the Trust’s Code of Ethics and SEC regulations, and review responses thereto. I. Prepare, distribute, and utilize in compliance training sessions, comprehensive compliance materials, including compliance manuals and checklists, subject to review and comment by the Trust’s legal counsel and develop or assist in developing guidelines and procedures to improve overall compliance by the Trust and its various agents. J. Provide compliance support for intermediary agreements that pertain to the Trust, such as shareholder service or similar agreements. K. Subject to the approval of the Board, make available a qualified person to act as the Trust’s Anti-Money Laundering Compliance Officer who is competent and knowledgeable regarding the anti-money laundering rules and regulations applicable to the Funds, and assist with the administration of the Trust’s Anti-Money Laundering Program. L. Assist the Trust’s CCO in the preparation and evaluation of the results of annual reviews of the compliance policies and procedures of the service providers to the Trust, and otherwise provide support services to the CCO in the creation, implementation and ongoing monitoring of the Trust’s Compliance Program.

FUND COMPLIANCE. FMG LLC EIM shall provide the following compliance services in conjunction with the Adviser’s obligations pursuant to its Investment Advisory Agreement with the Trust and all applicable laws. A. At the direction of the Trust’s Chief Compliance Officer (“CCO”), create, review, maintain and update as required from time to time (including to reflect any amendments to Rule 38a-1) written policies, procedures, reports, Board presentations, annual reviews and other records comprising the Trust’s Compliance Program. B. At the direction of the Trust’s CCO, conduct, as needed in response to significant compliance events, changes in business arrangements and regulatory developments and, in no event less than annually, a review of the Trust’s Compliance Program which will include a review of the adequacy of the policies and procedures and the effectiveness of their implementation. C. Monitor and periodically test, including on required quarterly testing dates, each Portfolio’s compliance with the requirements of Section 817(h) of the Code and applicable Treasury Regulations. D. At the direction of the Trust’s CCO, assist in the preparation of an annual written report to the Board that, at a minimum, addresses: (i) The CCO’s assessment of the operation of the policies and procedures of the Trust and each investment adviser (including any sub-advisers), principal underwriter, administrator and transfer agent of the Trust; (ii) Each Material Compliance Matter (as defined in Rule 38a-1) that occurred since the date of the last report; (iii) The CCO’s assessment of the adequacy of the policies and procedures and the effectiveness of their implementation; and (iv) Any follow-up items, analyses or reports requested by the Board. E. Monitor and periodically test each Fund’s compliance with investment restrictions (e.g., issuer or industry diversification, etc.) listed in the current Prospectus or that otherwise apply to the Trust and its Funds. F. Monitor and periodically test, including on required quarterly testing dates, each Fund’s compliance with the requirements of Section 851 of the Code and applicable Treasury Regulations for qualification as a RIC. G. Monitor each investment sub-adviser’s compliance with Board directives and Fund policies and procedures such as “Approved Issuers Listings for Repurchase Agreements”, Rule 17a-7, Rule 17e-1 and Rule 12d-3 procedures. H. Assist with the administration of the Trust’s Code of Ethics and prepare and distribute quarterly requests for “Securities Transaction Reports” to the Trust’s Trustees and Officers and “access persons” under the terms of the Trust’s Code of Ethics and SEC regulations, and review responses thereto. I. Prepare, distribute, and utilize in compliance training sessions, comprehensive compliance materials, including compliance manuals and checklists, subject to review and comment by the Trust’s legal counsel and develop or assist in developing guidelines and procedures to improve overall compliance by the Trust and its various agents. J. Provide compliance support for intermediary agreements that pertain to the Trust, such as shareholder service or similar agreements. K. Subject to the approval of the Board, make available a qualified person to act as the Trust’s Anti-Money Laundering Compliance Officer who is competent and knowledgeable regarding the anti-money laundering rules and regulations applicable to the Funds, and assist with the administration of the Trust’s Anti-Money Laundering Program. L. Assist the Trust’s CCO in the preparation and evaluation of the results of annual reviews of the compliance policies and procedures of the service providers to the Trust, and otherwise provide support services to the CCO in the creation, implementation and ongoing monitoring of the Trust’s Compliance Program.

FUND COMPLIANCE. FMG LLC shall provide 1. Develop a Compliance Program consistent with Rule 38a-1 under the following compliance services in conjunction with 1940 Act and Rule 206(4)-7 under the Adviser’s obligations pursuant Investment Advisers Act of 1940, providing support to its Investment Advisory Agreement with the Trust and all applicable laws. A. At the direction of the Trust’s Chief Compliance Officer Officer(s) (“CCOCCOs”), create, review, maintain and update as required from time to time (including to reflect any amendments to Rule 38a-1) written policies, procedures, reports, Board presentations, annual reviews and other records comprising the Trust’s Compliance Program. B. At the direction of the Trust’s CCO, conduct, as needed in response to significant compliance events, changes in business arrangements and regulatory developments and, in no event less than annually, a review of the Trust’s Compliance Program which will include a review of the adequacy of the policies and procedures and the effectiveness of their implementation. C. Monitor and periodically test, including on required quarterly testing dates, each Portfolio’s compliance with the requirements of Section 817(h) of the Code and applicable Treasury Regulations. D. At the direction of the Trust’s CCO, assist in the preparation of an annual written report to the Board that, at a minimum, addresses: (i) The CCO’s assessment of the operation of the policies and procedures of the Trust and each Fund’s investment adviser (including any adviser(s) and sub-advisersadviser(s), principal underwriter, administrator and transfer agent . HASI will provide quarterly certifications of the Trust; (ii) Each Material Compliance Matter (as defined in Rule 38a-1) that occurred since the date of the last report; (iii) The CCO’s assessment of the adequacy of compliance with the policies and procedures performed on behalf of the Trust. Certifications include, but are not limited to, Rule 38a-1, anti-money laundering, red flags or identity theft, quarterly portfolio compliance, market timing and the effectiveness of their implementation; and (iv) Any follow-up items, analyses or reports requested by the Boardlate trading. E. Monitor 2. Provide Xxxxxxxx-Xxxxx certifying officers for the Trust. 3. On an annual basis during the term of this Agreement, HASI will provide to the Trust’s CCO a written compliance report outlining the review and periodically test analysis of HASI’s compliance program and material changes to its policies and procedures. 4. Implement appropriate procedures to monitor each Fund’s compliance on a post-trade basis with requirements set forth in the 1940 Act and in the Fund’s prospectus and Statement of Additional Information, including those relating to investment restrictions (e.g.policies and restrictions, issuer or industry diversification, etcconcentration limitations, investments in other investment companies, fund name rule, leverage and senior securities, liquidity requirements, and investments in firms with significant (i.e., representing more than 15% of gross revenues) “securities-related activities.) listed in the current Prospectus or that otherwise apply to the Trust and its Funds.” F. 5. Monitor and periodically test, including on required quarterly testing dates, each Fund’s post-trade compliance with the requirements of Section 851 of the Code and applicable Treasury Regulations for qualification as a RICRIC (i.e., 90% Income, and Diversification Tests), and provide results immediately to Trust’s CCO and quarterly to the Audit Committee if any Fund is in jeopardy of not qualifying. G. 6. Monitor each investment compliance with the code of ethics requirements under Rule 17j-1 of the 1940 Act for the disinterested Trustee(s). 7. Report promptly to the Trust’s CCO and Trust counsel in the event that HASI discovers, or reasonably should have discovered, that a Fund adviser or sub-adviser’s compliance adviser has failed to comply with a Board directives and Fund policies and procedures directive such as “Approved Issuers Listings for Repurchase Agreements”fair valuation of illiquid securities, engaging in repos with approved counterparties, Rule 17a-7, Rule 17e-1 and Rule 12d-3 proceduresprocedures and Board mandated prohibition on purchasing illiquid or restricted securities. H. Assist with the administration of the Trust’s Code of Ethics and prepare and distribute quarterly requests for “Securities Transaction Reports” to the Trust’s Trustees and Officers and “access persons” under the terms of the Trust’s Code of Ethics and SEC regulations, and review responses thereto. I. Prepare, distribute, and utilize in compliance training sessions, comprehensive compliance materials, including compliance manuals and checklists, subject to review and comment by the Trust’s legal counsel and develop or assist in developing guidelines and procedures to improve overall compliance by the Trust and its various agents. J. Provide compliance support for intermediary agreements that pertain to the Trust, such as shareholder service or similar agreements. K. Subject to the approval of the Board, make available a qualified person to act as the Trust’s Anti-Money Laundering Compliance Officer who is competent and knowledgeable regarding the anti-money laundering rules and regulations applicable to the Funds, and assist with the administration of the Trust’s Anti-Money Laundering Program. L. Assist the Trust’s CCO in the preparation and evaluation of the results of annual reviews of the compliance policies and procedures of the service providers to the Trust, and otherwise provide support services to the CCO in the creation, implementation and ongoing monitoring of the Trust’s Compliance Program.