Lowest Fee Warranty Sample Clauses

Lowest Fee Warranty. Sub-Adviser represents and warrants that the sub-advisory fee payable under this Agreement (the “Sub-Advisory Fee”) is now and in the future will be equal to the lowest fee (expressed as a percentage of assets under management) then being paid to the Sub-Adviser under any other advisory or sub-advisory agreement (including, without limitation, those entered into before [ ] relating to any [ ] (the “Lowest Third Party Fee”). If, at any time, the Sub-Advisory Fee becomes greater than the Lowest Third Party Fee, the Sub-Adviser shall promptly provide written notice, in the manner set forth in Section 26, to the Adviser of the existence of such Lowest Third Party Fee and the Sub-Advisory Fee will be reduced to equal the Lowest Third Party Fee effective as of the date on which the Sub-Advisory Fee became greater than the Lowest Third Party Fee.
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Lowest Fee Warranty. Sub-Adviser represents and warrants that the sub-advisory fee payable under this Agreement (the “Sub-Advisory Fee”) is now and in the future will be equal to the lowest fee (expressed as a percentage of assets under management) then being paid to the Sub-Adviser under any other advisory or sub-advisory agreement involving an unaffiliated third party (including, without limitation, those entered into before the date of this Agreement) relating to any small cap growth account managed in a substantially similar manner by the same individual or individuals then responsible for the management of the Fund’s portfolio (the “Lowest Third Party Fee”). If, at any time, the Sub-Advisory Fee becomes greater than the Lowest Third Party Fee, the Sub-Adviser shall promptly provide written notice, in the manner set forth in Section 26, to the Adviser of the existence of such Lowest Third Party Fee and the Sub-Advisory Fee will be reduced to equal the Lowest Third Party Fee effective as of the date on which the Sub-Advisory Fee became greater than the Lowest Third Party Fee.
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Lowest Fee Warranty. Sub-Adviser represents and warrants that the sub-advisory fee payable under this Agreement (the “Sub-Advisory Fee”) is now and in the future will be equal to or lower than the lowest fee (expressed as a percentage of assets under management) then being paid to the Sub-Adviser under any other sub-advisory agreement (excluding those entered into before May 1, 2011) relating to any U.S. real estate securities strategy mandate in a U.S. registered investment company of equal or lesser size (the “Lowest Third Party Fee”). If, at any time, the Sub-Advisory Fee becomes greater than the Lowest Third Party Fee, the Sub-Adviser shall promptly provide written notice, in the manner set forth in Section 26, to the Adviser of the existence of such Lowest Third Party Fee and the Sub-Advisory Fee will be reduced to equal the Lowest Third Party Fee effective as of the date on which the Sub-Advisory Fee became greater than the Lowest Third Party Fee. For purposes of this Section 3D, the term “U.S. real estate securities strategy mandate” means a mandate that invests primarily in securities of U.S. real estate companies, including (a) real estate investment trusts; (b) real estate operating companies; and (c) companies that (i) derive at least 50% of their revenues from the ownership, construction, financing, management or sale of commercial, industrial, or residential real estate; or (ii) have at least 50% of their assets in such real estate.
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Lowest Fee Warranty. Sub-Adviser represents and warrants that the sub-advisory fee payable under this Agreement (the “Sub-Advisory Fee”) is now and in the future will be equal to the lowest fee (expressed as a percentage of assets under management) then being paid to the Sub-Adviser under any sub-advisory agreement with or relating to a registered investment company (other than an investment company included in a global relationship discount arrangement provided the scope of the overall business relationship between the Sub-Adviser and the client, including the breadth of the products and services provided by the Sub-Adviser or any affiliate and the assets managed by the Sub-Adviser and its affiliates with respect to the global relationship client are not comparable to the services and assets managed hereunder) underlying variable insurance products managed in the Sub-Adviser’s large-cap value style with an initial investment of $200 million or less (including without limitation, those entered into before August 22, 2008) (the “Lowest Third Party Fee”). If at any time, the Sub-Advisory Fee becomes greater than the Lowest Third Party Fee, the Sub-Adviser shall promptly provide written notice, in the manner set forth in Section 28, to the Adviser of the existence of such Lowest Third Party Fee and the Sub-Advisory Fee will be reduced to equal the Lowest Third Party Fee effective as of the date on which the Sub-Advisory Fee became greater than the Lowest Third Party Fee.
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Lowest Fee Warranty. Sub-Adviser represents and warrants that as of the date of the Agreement the sub-advisory fee rate payable under this Agreement with respect to the Large Core Growth Fund is equal to or less than the fee rate payable to Sub-Adviser under other sub-advisory agreements under which Sub-Adviser provides “comparable investment sub-advisory services” under a “comparable sub-advisory relationship.” If at any time subsequent to the date of this agreement the Sub-Adviser enters into an investment management arrangement and the fee rate payable to Sub-Adviser under this Agreement is greater than the fee rate payable to Sub-Adviser for “comparable investment sub-advisory services” under a “comparable sub-advisory relationship,” the Sub-Adviser shall promptly provide written notice, in a manner set forth in Section 25, to the Adviser of such lower fee rate and the sub-advisory fee payable by Adviser to Sub-Adviser under this Agreement with respect to the Large Core Growth Fund will be reduced to comply with the aforementioned representation and warranty, except and to the extent otherwise agreed in writing by Adviser. The term “comparable investment sub-advisory services,” as used in this section, shall mean sub-advisory services provided by Sub-Adviser to other large cap growth accounts managed in a substantially similar manner as the Large Core Growth Fund. The term “comparable sub-advisory relationship,” as used in this section, shall mean a relationship where the scope of the overall business relationship between the Sub-Adviser and the client, including the breadth of the Sub-Adviser’s and its affiliates’ products and services used by the client and level of assets managed by the Sub-Adviser and its affiliates with respect to the client, is comparable.
Sample 1
Lowest Fee Warranty. Sub-Adviser represents and warrants that the sub-advisory fee payable under this Agreement (the “Sub-Advisory Fee”) is now and in the future will be equal to the lowest fee (expressed as a percentage of assets under management) then being paid to the Sub-Adviser under any other advisory or sub-advisory agreement (including, without limitation, those entered into before February 26, 2004) relating to any similarly sized international equity portfolio of a U.S. registered investment company (the “Lowest Third Party Fee”); provided, however, that the foregoing representation and warranty shall not apply with respect to any advisory or sub-advisory agreement regarding any portfolio of Janus Adviser, a U.S. registered open-end management investment company. If, at any time, the Sub-Advisory Fee becomes greater than the Lowest Third Party Fee, the Sub-Adviser shall promptly provide written notice, in the manner set forth in Section 24, to the Adviser of the existence of such Lowest Third Party Fee and the Sub-Advisory Fee will be reduced to equal the Lowest Third Party Fee effective as of the date on which the Sub-Advisory Fee became greater than the Lowest Third Party Fee. For purposes of this Section 3E, the term “similarly sized” is defined as a range of plus or minus two hundred percent (200%) of the assets of the Fund determined as of February 26, 2004.For purposes of this Section 3E, the term “international equity portfolio” means a portfolio that invests more than 50% of its total assets in equity securities of issuers who are either located outside the U.S. or derive more than 50% of their gross revenues from sources outside the U.S.
Sample 1

Related to Lowest Fee Warranty

  • Service Warranty 10.1 When performing the Services, Service Provider shall provide professional and skilled personnel, reasonably experienced for the Services to be performed at the best of their knowledge.

  • Year 2000 Warranty The Sub-Adviser represents and warrants that it is actively pursuing a comprehensive and coordinated compliance strategy (including remediation and testing) to ensure the readiness of its business systems and applications for the Year 2000 and believes that all such systems critical to the performance of Sub-Adviser's responsibilities hereunder will be Year 2000 compliant prior to January 1, 2000. The Sub-Adviser will make appropriate inquiries as to the readiness of its vendors, service providers, clients and other third parties for the Year 2000; provided, however, that neither the Sub-Adviser nor any of its officers, directors or employees (or affiliated companies) make any representations or warranties regarding the Year 2000 readiness of such vendors, service providers, clients and other third parties.

  • Services Warranty Oracle warrants that its Technical Support, training and consulting services will be performed consistent with generally accepted industry standards. This warranty shall be valid for 90 days from performance of service.

  • Software Warranty NETGEAR warrants to the end-user that each item of Software, as delivered or updated by NETGEAR and properly installed and operated on the Hardware or other equipment it is originally licensed for, will function substantially as described in its then-current user documentation during its respective warranty period. If any item of Software fails to so perform during its warranty period, as the sole remedy NETGEAR or NETGEAR's supplier will at its discretion provide a suitable fix, patch or workaround for the problem which may be included in a future revision of the Software. For specific Software which is distributed by NETGEAR as a licensee of third parties, additional warranty terms offered by such third parties to end-users may apply.

  • Performance Warranty Each Party hereby warrants and guarantees the performance of any and all rights and obligations of this Agreement by its Affiliates and Sublicensees.

  • Title Warranty Assignor warrants that:

  • SERVICE XXXX USE A. Controlled Affiliate recognizes the importance of a comprehensive national network of independent BCBSA licensees which are committed to strengthening the Licensed Marks and Name. The Controlled Affiliate further recognizes that its actions within its Service Area may affect the value of the Licensed Marks and Name nationwide.

  • Product Warranty Each product manufactured, sold, leased, or delivered by the Company has been in conformity with all applicable contractual commitments and all express and implied warranties, and the Company has no Liability (and there is no basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of them giving rise to any Liability) for replacement or repair thereof or other damages in connection therewith, subject only to the reserve for product warranty claims set forth on the face of the balance sheet included in the Interim Financial Statements (rather than in any notes thereto) as adjusted for the passage of time through the Closing Date in accordance with the past custom and practice of the Company. No product manufactured, sold, leased, or delivered by the Company is subject to any guaranty, warranty, or other indemnity beyond the applicable standard terms and conditions of sale or lease. Section 4.22 of the Disclosure Schedule includes copies of the standard terms and conditions of sale or lease for the Company (containing applicable guaranty, warranty, and indemnity provisions).

  • License of Data; Warranty; Termination of Rights A. The valuation information and evaluations being provided to the Trust by USBFS pursuant hereto (collectively, the “Data”) are being licensed, not sold, to the Trust. The Trust has a limited license to use the Data only for purposes necessary to valuing the Trust’s assets and reporting to regulatory bodies (the “License”). The Trust does not have any license nor right to use the Data for purposes beyond the intentions of this Agreement including, but not limited to, resale to other users or use to create any type of historical database. The License is non-transferable and not sub-licensable. The Trust’s right to use the Data cannot be passed to or shared with any other entity. The Trust acknowledges the proprietary rights that USBFS and its suppliers have in the Data.

  • NON-EXCLUSIVITY; TRADING FOR ADVISOR’S OWN ACCOUNT The Trust’s employment of the Advisor is not an exclusive arrangement. The Trust may from time to time employ other individuals or entities to furnish it with the services provided for herein. Likewise, the Advisor may act as investment adviser for any other person, and shall not in any way be limited or restricted from buying, selling or trading any securities for its or their own accounts or the accounts of others for whom it or they may be acting; provided, however, that the Advisor expressly represents that it will undertake no activities which will adversely affect the performance of its obligations to the Fund under this Agreement; and provided further that the Advisor will adhere to a code of ethics governing employee trading and trading for proprietary accounts that conforms to the requirements of the Investment Company Act and the Advisers Act and has been approved by the Board of Trustees.

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