Investment Advisory Activities. Neither Buyer nor any other person “associated” (as defined under the Investment Advisers Act or its equivalent under any applicable state or foreign Laws) with Buyer is or has been subject to disqualification pursuant to Section 203 of the Investment Advisers Act (or its equivalent under any applicable state or foreign Laws) to serve as an investment adviser or as an associated person of a registered investment adviser, or subject to disqualification to serve as a broker-dealer under any applicable Law, unless, in each case, Buyer or such associated person, as applicable, has received exemptive relief from the SEC or any other applicable Government Entity with respect to any such disqualification. Buyer has made available to Seller prior to the date of this Agreement a copy of any exemptive order in respect of any such disqualification. As of the date of this Agreement, there is no material Litigation pending and served, or, to the Knowledge of Buyer, pending and not served or threatened against Buyer that would result in any such disqualification. Neither Buyer nor any “affiliated person” (as defined under the Investment Company Act or its equivalent under any applicable state or foreign Law) of Buyer is or has been subject to disqualification as an investment adviser or subject to disqualification to serve in any other capacity contemplated by the Investment Company Act (or its equivalent under any applicable state or foreign Law) for any investment company under Sections 9(a) and 9(b) of the Investment Company Act (or its equivalent under any applicable state or foreign Law), unless, in each case, such person, as applicable, has received, to the Knowledge of Buyer, exemptive relief from the SEC or any other applicable Government Entity with respect to any such disqualification. Buyer has made available to Seller prior to the date of this Agreement a copy of any exemptive order or other relief in respect of any such disqualification in effect prior to the date of this Agreement. There is no material Litigation pending and served or, to the Knowledge of Buyer, pending and not served or threatened against Buyer that would result in any such disqualification. There are no facts or circumstances in relation to Buyer of any of its Subsidiaries or any Person associated with Buyer or any of its Subsidiaries that would, to the Knowledge of Buyer, under applicable Law, (x) prevent any of them from obtaining any consent, registration or approval required in order...
Investment Advisory Activities. (i) Each of the Investment Companies (or the trust of which it is a series) is duly organized and existing in good standing under the laws of the jurisdiction under which it is organized. Each of the Investment Companies (or the trust or corporation of which it is a series) that is registered or required to be registered under the Investment Company Act (each, a "Registered Fund") is governed by a board of trustees or directors (each a "Fund Board" and, collectively, the "Fund Boards") consisting of at least 50% of trustees or directors who are not "interested persons" (as defined in the Investment Company Act) of the Registered Funds or the Company. The Fund Boards operate in all material respects in conformity with the requirements and restrictions of Sections 10 and 16 of the Investment Company Act, to the extent applicable.
Investment Advisory Activities. 18 3.22 State Takeover Statutes ................................................................................ 19 3.23
Investment Advisory Activities. (i) Each of the Investment Companies (or the trust of which it is a series) has been Previously Disclosed and is duly organized and existing in good standing under the laws of the jurisdiction under which it is organized. Each of the Investment Companies that represents itself in its offering materials as qualifying as a "regulated investment company" under the Code is so qualified. Each of the Investment Companies (or the trust or corporation of which it is a series) that is registered or required to be registered under the Investment Company Act ("REGISTERED FUNDS") is governed by a board of trustees or directors (each a "FUND BOARD" and, collectively, the "FUND BOARDS") consisting of at least 50% of trustees or directors who are not "interested persons") (as defined in the Investment Company Act) of the Registered Funds or IJL. The Fund Boards operate in all material respects in conformity with the requirements and restrictions of the Investment Company Act, to the extent applicable. IJL has provided to Wachovia true and complete copies of all the constituent documents and related advisory, sub-advisory and similar agreements ("ADVISORY AGREEMENTS") of all of the Investment Companies.
Investment Advisory Activities. (i) Certain of the Company's Subsidiaries provide investment management, investment advisory, sub-advisory, administration, distribution or certain other services to the Investment Companies. Each of the Investment Companies (or the trust or corporation of which it is a series) is duly organized and existing in good standing under the laws of the jurisdiction under which it is organized. Each of the Investment Companies (or the trust or corporation of which it is a series) that is registered or required to be registered under the Investment Company Act ("REGISTERED FUNDS") is governed by a board of trustees or directors (each a "FUND BOARD" and, collectively, the "FUND BOARDS") consisting of at least 50% of trustees or directors who are not "interested persons" (as defined in the Investment Company Act) of the Registered Funds or the Company. The Fund Boards operate in all material respects in conformity with the requirements and restrictions of Sections 10 and 16 of the Investment Company Act, to the extent applicable.
Investment Advisory Activities. (a) Each of the Investment Companies (as defined below) (or the trust or corporation of which it is a series) is duly organized and existing in good standing under the laws of the jurisdiction under which it is organized. Each of the Investment Companies (or the trust or corporation of which it is a series) that is registered or required to be registered under the 1940 Act (each, a "Lebenthal Fund") as an open-end management investment company is governed by a board of trustees or directors (each a "Fund Board" and, collectively, the "Fund Boards") consisting of at least 50% of trustees or directors who are not "interested persons" (as defined in the 0000 Xxx) of the Lebenthal Funds or Lebenthal. The Fund Boards operate in all material respects in conformity with the requirements and restrictions of the 1940 Act. As used herein, "
Investment Advisory Activities. (1) Certain of the Company's Subsidiaries provide investment management, investment advisory, sub-advisory, administration, distribution or certain other services to the Investment Companies, each of which has been Previously Disclosed. Each of the Investment Companies (or the trust of which it is a series) is duly organized and existing in good standing under the laws of the jurisdiction under which it is organized. Each of the Investment Companies (or the trust or corporation of which it is a series) that is registered or required to be registered under the Investment Company Act ("Registered Funds") is governed by a board of trustees or directors (each a "Fund Board" and, collectively, the "Fund Boards") consisting of at least 50% of trustees or directors who are not "interested persons") (as defined in the Investment Company Act) of the Registered Funds or the Company. The Fund Boards operate in all material respects in conformity with the requirements and restrictions of Sections 10 and 16 of the Investment Company Act, to the extent applicable.
Investment Advisory Activities. Each of the Investment Companies is duly organized and existing in good standing under the laws of the Commonwealth of Puerto Rico. Each of the Investment Companies that is registered or required to be registered under the PRICA (each, a "Registered Fund") is governed by a board of directors consisting of at least a majority of directors who are not "affiliated persons" (as defined in the PRICA) of the Registered Funds or the Company (or its Subsidiary). The board of directors of the Registered Funds operate in all material respects in conformity with the requirements and restrictions of the PRICA and the ruling letters issued to the Registered Funds by the Office of the Commissioner. Each of the Registered Funds is in compliance with all applicable United States federal, Commonwealth of Puerto Rico, state and foreign laws, rules and regulations of any Governmental Authority and Self-Regulatory Organization having jurisdiction over such Investment Company. Each Investment Company has been operated or managed in compliance with its respective objectives, policies and restrictions, including those set forth in the applicable prospectus and registration statement, if any, for that Investment Company. The Company and its Subsidiary have operated their investment accounts in accordance with the investment objectives and guidelines in effect for such investment accounts. Neither the Subsidiary of the Company, nor, to the knowledge of the Company, any "associated person" (as defined in the Investment Advisers Act) of the Company is ineligible pursuant to Section 203 of the Investment Advisers Act to serve as an investment advisor or as an associated person to a registered investment advisor.
Investment Advisory Activities. Seller is duly registered with the SEC as an investment adviser under the Investment Advisers Act. Seller is in material compliance with all applicable Laws, including the requirements of any Governmental Entity having jurisdiction over Seller in regard to any investment advisory activities. Each officer, employee and “person associated” (as defined in the Investment Advisers Act) with Seller that is required to be registered or licensed as an investment adviser representative is duly registered or licensed with the SEC and in all applicable states. Except as disclosed on Schedule 4.16, neither Seller, nor to Seller’s knowledge, any of its directors, officers, employees, or any “person associated” (as defined in the Investment Advisers Act) with Seller have been, in connection with the performance of his/her duties or services for Seller, since January 1, 2011, convicted of any crime, or subject to any disqualification that would be the basis for a denial, suspension, revocation, or limitation on the registration or activities of such Person or Seller as an investment adviser; nor, to Seller’s knowledge, is there a current investigation that would be reasonably likely to result in any such denial suspension, revocation, or limitation. Except as disclosed on Schedule 4.16, to Seller’s knowledge, neither Seller, nor any of its directors, officers, employees, or any “person associated” (as defined in the Investment Advisers Act) with Seller have been, in connection with the performance of their duties or services for Seller, since January 1, 2011, have been the subject of or involved in: (i) any regulatory action or investigative or disciplinary proceeding before any Governmental Entity; or (ii) any orders, disqualifications, penalties or special restrictions relating to or affecting the conduct of the investment advisory activities of Seller.
