Investment Adviser Registration. Each of Stifel Nicolaus and CSA is registered as an investment adviser wixx xxx Xxxxxxxxon, is registered or exempt from registration as an investment adviser in all fifty states, the District of Columbia and Puerto Rico, and is in compliance in all material respects with all applicable laws, rules, regulations, orders and similar requirements in connection therewith except where the failure to be so registered or in such compliance would not have a Material Adverse Effect.
Investment Adviser Registration. GP shall have either registered effectively as an investment adviser under the Advisers Act or merged into BC, with BC being the surviving entity in such merger.
Investment Adviser Registration. (a) Purchaser is duly registered as an investment adviser under the Investment Advisers Act. Purchaser has made available to Seller a true, correct and complete copy of Purchaser’s Form ADV in effect as of the date of this Agreement. The information contained in such Form ADV was true and complete in all material respects as of the time of filing and, except as indicated on any subsequent form or report filed with the Securities and Exchange Commission, continues to be true and complete in all material respects.
(b) Purchaser has adopted and implemented written policies and procedures required by Rule 206(4)-7 of the Investment Advisers Act.
(c) Neither Purchaser nor, to Purchaser’s Knowledge, any “affiliated person” as defined in the Investment Company Act of Purchaser is (taking into account any applicable exemption) ineligible pursuant, to Section 9(a) or 9(b) of the Investment Company Act to serve as an investment adviser (or in any other capacity contemplated in the Investment Company Act) to any registered investment company under the Investment Company Act, and there is no proceeding pending or, to Purchaser’s Knowledge, threatened by any Governmental Authority, which would result in the ineligibility of Purchaser or any “affiliated persons” of Purchaser to serve in any such capacities. Neither Purchaser nor, to Purchaser’s Knowledge, any “affiliated person” (as defined in the Investment Advisers Act) of Purchaser is ineligible pursuant to Section 203 of the Investment Advisers Act to serve as a registered investment adviser or “associated person” (as defined in the Investment Advisers Act) of a registered investment adviser, and there is no proceeding pending or, to Purchaser’s Knowledge, threatened by any Governmental Authority, which would result in the ineligibility of Purchaser or any “affiliated person” (as defined in the Investment Advisers Act) to serve in any such capacities.
Investment Adviser Registration. 3.23.1. Each RIA is duly registered as an investment adviser under the Investment Advisers Act of 1940, as amended (the “Investment Advisers Act”). The Company has delivered to the Buyer a true, correct and complete copy of each RIA’s currently effective Form ADV. The information contained in such Form ADVs was true and complete in all material respects as of the time of filing and, except as indicated on any subsequent form or report filed with the Securities and Exchange Commission, continues to be true and complete in all material respects.
3.23.2. Each RIA has adopted and implemented, in all material respects, written policies and procedures required by Rule 206(4)-7 of the Investment Advisers Act.
3.23.3. Neither the RIAs nor, to Company’s Knowledge, any “affiliated person” (as defined in the Investment Advisers Act) of the RIAs is ineligible pursuant to Section 203 of the Investment Advisers Act to serve as a registered investment adviser or “associated person” (as defined in the Investment Advisers Act) of a registered investment adviser, and there is no proceeding pending or, to the Company’s Knowledge, threatened by any Governmental Authority, which would result in the ineligibility of such RIA or any “affiliated person” (as defined in the Investment Advisers Act) to serve in any such capacities.
3.23.4. No RIA has performed any services that would require such RIA to be regulated by or registered under the broker-dealer rules or regulations of any Governmental Authority.
3.23.5. [REDACTED].
3.23.6. [REDACTED].
3.23.7. Each RIA has duly maintained in all material respects true, accurate and complete books and records as required under Rule 204-1 promulgated under the Investment Advisers Act. The Company has made available to Buyer a true and complete copy of each annual compliance review report of each RIA for fiscal years 2017, 2016 and 2015.
Investment Adviser Registration. Adviser has filed an application to be registered as an investment adviser in the State of New York and will maintain this registration, once approved, for so long as the Adviser continues to provide investment advisory services under the terms of this Agreement until an exemption becomes available or the Adviser becomes registered with the Securities and Exchange Commission (“SEC”) in accordance with the requirements of the Advisers Act.
Investment Adviser Registration. Buyer is duly registered as an investment adviser under the Advisers Act and under all Applicable Laws relating to the Buyer. Buyer has delivered to the Company a true and complete copy of Buyer's currently effective Form ADV, as filed with the SEC, and has made available to the Company all state, Federal and foreign registration forms, all prior Form ADV filings and all reports filed by Buyer with the SEC under the Advisers Act and the rules promulgated thereunder or otherwise and under similar state, Federal and foreign statutes within the last three years, and will provide to the Company such forms and reports as are filed from and after the date hereof and prior to the Closing Date. The information contained in such forms and reports was or will be true and complete as of the time of filing and, except as indicated on a subsequent form or report filed before the Closing Date, continue to be true and complete. Each such registration is in full force and effect.
Investment Adviser Registration. Each of CFC, CII and CAAM has been at all times since February 27, 1987, January 21, 1998 and June 25, 1998, respectively, and is currently, duly registered as an investment adviser under the Advisers Act. Each of CFC, CII and CAAM is duly registered, licensed and qualified as an investment adviser, or has provided notice of operation as an investment adviser, in all jurisdictions where such registration, licensing, qualification or notice is required in order to conduct their business. Each of CFC, CII and CAAM has delivered to Purchaser a true and complete copy of each of their respective currently effective Form ADV, including Part I as filed with the SEC, and has provided to Purchaser all currently effective state, federal and foreign registration forms. Each of CFC, CII and CAAM has also provided to Purchaser all prior Form ADV filings made within the past five years and all reports filed by each of CFC, CII and CAAM with the SEC under the Advisers Act and the Exchange Act and the rules promulgated thereunder or otherwise and under similar state, federal and foreign statutes currently applicable to each of CFC, CII and CAAM, including Forms 13D, 13F and 13G. Each of CFC, CII and CAAM has also provided to Purchaser all correspondence between each of CFC, CII and CAAM and the SEC and any state or foreign regulator within the last five years, and will provide to Purchaser such forms and reports as are filed from and after the date hereof and prior to the Closing Date. The information contained in such forms and reports was or will be true and complete in all material respects as of the time of filing and, except as indicated on a subsequent form or report filed before the Closing Date, continues to be true and complete in all material respects and were filed within the time frames required. Each of CFC, CII and CAAM is in compliance with all foreign, federal and state laws requiring registration, licensing, qualification or notice of operation as, an investment adviser and has currently effective notice filings in each of the jurisdictions listed in Schedule 9.27. Each such registration is in full force and effect except to the extent CFC, CII or CAAM, as applicable, is no longer subject to registration in any state.
Investment Adviser Registration. MIGRA and MIG Ltd. each are duly registered as an investment adviser under the 40 Act and under all applicable state, federal and foreign investment adviser or related laws. MIGRA and MIG Ltd. have delivered to AERC a true and complete copy of both MIGRA's and MIG Ltd.'s currently effective Form ADV, as filed with the SEC and has made available to AERC all state, federal and foreign registration forms, all prior Form ADV filings and all reports filed by both MIGRA and MIG Ltd. with the SEC under the 40 Act and the rules promulgated thereunder or otherwise and under similar state, federal and foreign statutes within the last five years, and will provide to AERC such forms and reports as are filed from and after the date hereof and prior to the Closing Date. The information contained in such forms and reports was or will be true and complete as of the time of filing and, except as indicated on a subsequent form or report filed before the Closing Date, continues to be true and complete. Each such registration is in full force and effect, and MIGRA and MIG Ltd. agree to maintain such registration between the date of this Agreement and the consummation of the Merger.
Investment Adviser Registration. The Company shall continue to be registered as an Investment Adviser under the Investment Advisers Act.
Investment Adviser Registration. None of the, Borrower, the other Loan Parties or their respective Subsidiaries (other than ABL Wealth Advisors, LLC) is registered or is or was required to be registered, licensed or qualified as (x) an investment adviser as such term is defined in the Investment Advisers Act of 1940, as amended (the “Advisers Act”) or (y) an investment adviser representative, with the SEC or any other Governmental Authority, in each case, in relation to the conduct of the business of the Borrower and its Subsidiaries since January 1, 2021. ABL Wealth Advisors, LLC is, and at all times required by the Advisers Act has been, duly registered and in good standing with the SEC as an investment adviser under such Act.
