INVESTMENT OBJECTIVE, POLICIES AND RESTRICTIONS. a. The Trust hereby provides the Sub-Adviser with the statement of investment objective, policies and restrictions applicable to the Sub-Advised Accounts as set forth in Annex A and Schedule A of this Agreement. Any change in the fundamental and non-fundamental investment policies of the Fund or the Subsidiary, all amendments or supplements to the Prospectus and Statement of Additional Information or such other governing documents with respect to (i) the Sub-Adviser and/or (ii) the Fund’s or the Subsidiary’s investment objective, policies and restrictions applicable to the Sub-Advised Accounts, shall be agreed by the parties to this Agreement in writing (including by email). Each of the Trust and the Subsidiary further agrees to provide the Sub-Adviser with such further information concerning the investment objective, policies, restrictions and such other information applicable thereto as the Sub-Adviser may from time to time reasonably request for performance of its obligations under this Agreement. The Trust and the Subsidiary retain the right, on written notice to the Sub-Adviser or the Adviser, to modify any such objective, policies or restrictions pursuant to a requirement under applicable laws subject to (i) the requirement to provide the Sub-Adviser as much notice as possible of any proposed modification (up to a maximum of 90 days’ notice) and (ii) the requirement to consult with the Sub-Adviser and use reasonable endeavours to agree any such modification prior to it taking effect. b. Each of the Adviser, the Trust and the Subsidiary acknowledges and agrees that: i. the Sub-Adviser may, in its sole discretion, make changes to the Investment Program from time to time, including as a result of its ongoing commitment to research and development, without prior notification to the Trust or the Subsidiary provided that any material change to the Investment Objective or Investment Policy will only be made upon the prior written consent of the Trust and the Adviser (which would enable the Adviser to provide notice to shareholders of the Fund if required pursuant to the Registration Statement); ii. no assurance, representation, warranty or guarantee has been given to the Adviser, the Trust or the Subsidiary by the Sub-Adviser or any other person as to the performance or profitability of the Sub-Advised Accounts (or any part of them) or that the investment objectives set out in the Investment Objective, Investment Policy and Investment Guidelines (if any) will be achieved; iii. subject to Section 13, all risks relating to transactions ordered by the Sub-Adviser on behalf of the Sub-Advised Accounts (including any trading or system error or a breach of the Investment Guidelines) shall be borne by the Fund or the Subsidiary as principal and, accordingly, all gains or losses accruing on the Sub-Advised Accounts shall belong to and be borne by the Fund or the Subsidiary; iv. except as provided otherwise in this Agreement and in particular Section 13 hereof, the Sub-Adviser will not be liable for any loss to the Fund, the Trust, the Subsidiary or the Adviser; and v. the Sub-Adviser shall not be responsible for the provision of any safe custody or settlement services in respect of the Investments or any documents of title or certificates evidencing title relating thereto.
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Samples: Sub Advisory Agreement, Sub Advisory Agreement (Equinox Funds Trust), Sub Advisory Agreement (Equinox Funds Trust)
INVESTMENT OBJECTIVE, POLICIES AND RESTRICTIONS. a. The Trust hereby provides will provide the Sub-Adviser with the statement of investment objective, policies and restrictions applicable to the Fund as contained in the Funds' Prospectus and Statement of Additional Information, all amendments or supplements to the Prospectus and Statement of Additional Information, and any instructions adopted by the Board of Trustees supplemental thereto. The Trust agrees, on an ongoing basis, to notify the Sub-Advised Accounts as set forth Adviser in Annex A and Schedule A writing of this Agreement. Any each change in the fundamental and non-fundamental investment policies of the Fund or the Subsidiary, all amendments or supplements to the Prospectus and Statement of Additional Information or such other governing documents with respect to (i) the Sub-Adviser and/or (ii) the Fund’s or the Subsidiary’s investment objective, policies and restrictions applicable to the Sub-Advised Accounts, shall be agreed by the parties to this Agreement in writing (including by email). Each of the Trust and the Subsidiary further agrees to will provide the Sub-Adviser with such further information concerning the investment objective, policies, restrictions and such other information applicable thereto as the Sub-Sub- Adviser may from time to time reasonably request for performance of its obligations under this Agreement. The Trust and the Subsidiary retain retains the right, on written notice to the Sub-Adviser or the Adviser, to modify any such objective, policies or restrictions pursuant in accordance with applicable laws, at any time 6. Transaction Procedures. All transactions will be consummated by payment to a requirement under applicable laws subject to (i) or delivery by the requirement to provide the Sub-Adviser as much notice as possible of any proposed modification (up to a maximum of 90 days’ notice) and (ii) the requirement to consult with the Sub-Adviser and use reasonable endeavours to agree any such modification prior to it taking effect.
b. Each of the Adviser, custodian designated by the Trust and (the Subsidiary acknowledges and agrees that:
i. "Custodian"), or such depositories or agents as may be designated by the Sub-Adviser mayCustodian in writing, in its sole discretion, make changes of all cash and/or securities due to the Investment Program or from time to time, including as a result of its ongoing commitment to research and development, without prior notification to the Trust or the Subsidiary provided that any material change to the Investment Objective or Investment Policy will only be made upon the prior written consent of the Trust and the Adviser (which would enable the Adviser to provide notice to shareholders of the Fund if required pursuant to the Registration Statement);
ii. no assuranceAccount, representation, warranty or guarantee has been given to the Adviser, the Trust or the Subsidiary by the Sub-Adviser or any other person as to the performance or profitability of the Sub-Advised Accounts (or any part of them) or that the investment objectives set out in the Investment Objective, Investment Policy and Investment Guidelines (if any) will be achieved;
iii. subject to Section 13, all risks relating to transactions ordered by the Sub-Adviser on behalf of the Sub-Advised Accounts (including any trading or system error or a breach of the Investment Guidelines) shall be borne by the Fund or the Subsidiary as principal and, accordingly, all gains or losses accruing on the Sub-Advised Accounts shall belong to and be borne by the Fund or the Subsidiary;
iv. except as provided otherwise in this Agreement and in particular Section 13 hereof, the Sub-Adviser will not be liable for any loss to the Fund, the Trust, the Subsidiary or the Adviser; and
v. the Sub-Adviser shall not have possession or custody thereof. The Sub-Adviser shall advise the Custodian and confirm in writing to the Trust and to the administrator designated by the Trust or any other designated agent of the Trust, all investment orders for the Fund Account placed by it with brokers and dealers at the time and in the manner set forth in Schedule C hereto (as amended from time to time). The Trust and the Sub-Adviser shall issue to the Custodian such instructions as may be appropriate in connection with the settlement of any transaction initiated by the Sub-Adviser. The Trust shall be responsible for all custodial arrangements and the provision payment of any safe custody all custodial charges and fees, and, upon giving proper instructions to the Custodian, the Sub-Adviser shall have no responsibility or settlement services in liability with respect to custodial arrangements or the acts, omissions or other conduct of the Investments or any documents Custodian, except that it shall be the responsibility of title or certificates evidencing title relating theretothe Sub-Adviser to take appropriate action if the Custodian fails to confirm in writing proper execution of the instructions.
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INVESTMENT OBJECTIVE, POLICIES AND RESTRICTIONS. a. The Trust hereby provides will provide the Sub-Adviser with the statement of investment objective, policies and restrictions applicable to the Sub-Advised Accounts each Fund Account as set forth in Annex A and Schedule A of this Agreement. Any change contained in the fundamental Funds' Prospectus and non-fundamental investment policies Statement of the Fund or the SubsidiaryAdditional Information, all amendments or supplements to the Prospectus and Statement of Additional Information or such other governing documents with respect Information, and any instructions adopted by the Board of Trustees supplemental thereto. The Trust agrees, on an ongoing basis, to (i) notify the Sub-Adviser and/or (ii) the Fund’s or the Subsidiary’s investment objective, policies and restrictions applicable to the Sub-Advised Accounts, shall be agreed by the parties to this Agreement in writing (including by email). Each of each change in the Trust fundamental and the Subsidiary further agrees to non-fundamental investment policies of each Fund Account and will provide the Sub-Adviser with such further information concerning the investment objective, policies, restrictions and such other information applicable thereto as the Sub-Adviser may from time to time reasonably request for performance of its obligations under this Agreement. The Trust and the Subsidiary retain retains the right, on written notice to the Sub-Adviser or the Adviser, to modify any such objective, policies or restrictions pursuant in accordance with applicable laws, at any time. VI. Transaction Procedures. All transactions will be consummated by payment to a requirement under applicable laws subject to (i) or delivery by the requirement to provide the Sub-Adviser as much notice as possible of any proposed modification (up to a maximum of 90 days’ notice) and (ii) the requirement to consult with the Sub-Adviser and use reasonable endeavours to agree any such modification prior to it taking effect.
b. Each of the Adviser, custodian designated by the Trust and (the Subsidiary acknowledges and agrees that:
i. the Sub-Adviser may"Custodian"), in its sole discretion, make changes to the Investment Program from time to time, including or such depositories or agents as a result of its ongoing commitment to research and development, without prior notification to the Trust or the Subsidiary provided that any material change to the Investment Objective or Investment Policy will only may be made upon the prior written consent of the Trust and the Adviser (which would enable the Adviser to provide notice to shareholders of the Fund if required pursuant to the Registration Statement);
ii. no assurance, representation, warranty or guarantee has been given to the Adviser, the Trust or the Subsidiary designated by the Sub-Adviser Custodian in writing, of all cash and/or securities due to or any other person as to the performance or profitability of the Sub-Advised Accounts (or any part of them) or that the investment objectives set out in the Investment Objectivefrom each Fund Account, Investment Policy and Investment Guidelines (if any) will be achieved;
iii. subject to Section 13, all risks relating to transactions ordered by the Sub-Adviser on behalf of the Sub-Advised Accounts (including any trading or system error or a breach of the Investment Guidelines) shall be borne by the Fund or the Subsidiary as principal and, accordingly, all gains or losses accruing on the Sub-Advised Accounts shall belong to and be borne by the Fund or the Subsidiary;
iv. except as provided otherwise in this Agreement and in particular Section 13 hereof, the Sub-Adviser will not be liable for any loss to the Fund, the Trust, the Subsidiary or the Adviser; and
v. the Sub-Adviser shall not have possession or custody thereof. The Sub-Adviser shall advise the Custodian and confirm in writing to the Trust and to the administrator designated by the Trust or any other designated agent of the Trust, all investment orders for each Fund Account placed by it with brokers and dealers at the time and in the manner set forth in Schedule B hereto (as amended from time to time). The Trust shall issue to the Custodian such instructions as may be appropriate in connection with the settlement of any transaction initiated by the Sub-Adviser. The Trust shall be responsible for all custodial arrangements and the provision payment of any safe custody all custodial charges and fees, and, upon giving proper instructions to the Custodian, the Sub-Adviser shall have no responsibility or settlement services in liability with respect to custodial arrangements or the acts, omissions or other conduct of the Investments or any documents Custodian, except that it shall be the responsibility of title or certificates evidencing title relating theretothe Sub-Adviser to take appropriate action if the Custodian fails to confirm in writing proper execution of the instructions.
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