Assignment This Agreement and all rights and obligations hereunder may not be assigned without the written consent of the other party.
Termination This Agreement may be terminated at any time prior to the Closing:
Indemnification In the event any Registrable Securities are included in a Registration Statement under this Agreement:
Governing Law THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.
Waiver The waiver by any party hereto of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any other or subsequent breach.
Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three
Notices Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be delivered in accordance with the notice provisions of the Purchase Agreement.
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.
Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.
WHEREAS the Trust is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"); and
