Common use of Ongoing Representations and Warranties Clause in Contracts

Ongoing Representations and Warranties. If, at any time during the term of this Agreement, the Adviser discovers any material fact, omission, event, or change of circumstances has occurred, which would make any of its representations and warranties herein inaccurate or incomplete in any material respect, the Adviser will as soon as reasonably practicable provide written notification to the Sub-Adviser of such material fact, omission, event, or change of circumstance, and the facts related thereto. The Adviser agrees that it will provide prompt notice to the Sub-Adviser in the event that: (i) the Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material adverse event occurs that could reasonably be expected to adversely impact the Adviser’s ability to perform this Agreement.

Appears in 4 contracts

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds), Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds), Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

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Ongoing Representations and Warranties. If, at any time during the term of this Agreement, the Adviser it discovers any material fact, fact or omission, event, or any event or change of circumstances has occurred, which would make any of its representations and warranties herein in this Agreement inaccurate or incomplete in any material respect, the Adviser it will provide, as soon as reasonably practicable provide practicable, written notification to the Sub-Adviser of such material fact, omission, event, or change of circumstance, and the facts related thereto. The Notwithstanding the foregoing, the Adviser agrees that it will provide prompt notice to the Sub-Adviser in the event that: (i) the Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material adverse event occurs that could reasonably be expected to adversely impact the Adviser’s ability to perform this Agreement.

Appears in 2 contracts

Samples: Investment Sub Advisory Agreement, Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

Ongoing Representations and Warranties. If, at any time during the term of this Agreement, the Adviser it discovers any material fact, fact or omission, event, or any event or change of circumstances has occurred, which would make any of its representations and warranties herein inaccurate or incomplete in any material respect, the Adviser it will as soon as reasonably practicable provide prompt written notification to the Sub-Adviser of such material fact, omission, event, or change of circumstance, and the facts related thereto. The To the extent permitted by applicable law, rule or order, the Adviser agrees that it will provide prompt notice to the Sub-Adviser in the event that: (i) the Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material adverse event occurs that could reasonably be expected to adversely impact the Adviser’s ability to perform this Agreement.

Appears in 2 contracts

Samples: Investment Sub Advisory Agreement (Alliancebernstein Cap Fund, Inc.), Investment Sub Advisory Agreement (Alliancebernstein Cap Fund, Inc.)

Ongoing Representations and Warranties. If, at any time during the term of this Agreement, the Adviser discovers any material fact, fact or omission, event, or any event or change of circumstances has occurred, which would make any of its the Adviser's representations and warranties herein in this Agreement inaccurate or incomplete in any material respect, the Adviser will as soon as reasonably practicable shall provide prompt written notification to the Sub-Adviser Subadviser of such material said fact, omission, event, or change of circumstance, and the facts related thereto. The Adviser agrees that it will the Adviser shall provide prompt notice to the Sub-Adviser Subadviser in the event that: (i) the Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or otherwise is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material adverse event occurs that could reasonably be expected to adversely impact the Adviser’s 's ability to perform this Agreement.

Appears in 1 contract

Samples: Investment Subadvisory Agreement (Advisors' Inner Circle Fund III)

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Ongoing Representations and Warranties. If, at any time during the term of this Agreement, the Adviser it discovers any material fact, fact or omission, event, or any event or change of circumstances has occurred, which would make any of its representations and warranties herein in this Agreement inaccurate or incomplete in any material respect, it will, to the Adviser will as soon as reasonably practicable extent not prohibited by applicable law, provide prompt written notification to the Sub-Adviser of such material fact, omission, event, or change of circumstance, and the facts related thereto. The Adviser agrees that it will provide prompt notice to the Sub-Adviser in the event that: (i) the Adviser makes an assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or is otherwise adjudged bankrupt or insolvent by a court of competent jurisdiction; or (ii) a material adverse event occurs that could reasonably be expected to adversely impact have an adverse effect on the Adviser’s ability to perform this Agreement.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Blackstone Alternative Investment Funds)

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