QUESTIONS OF INTERPRETATION. Any question of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act shall be resolved by reference to such terms or provision of the 1940 Act and to interpretations thereof, if any, by the United States Courts or in the absence of any controlling decision of any such court, by rules, regulations or orders of the Commission, interpretations of the Commission or its staff, or Commission staff no-action letters, issued pursuant to the 1940 Act. In addition, where the effect of a requirement of the 1940 Act reflected in any provision of this Agreement is revised by rule, regulation or order of the Commission, such provision shall be deemed to incorporate the effect of such rule, regulation or order. The duties and obligations of the parties under this Agreement shall be governed by and construed in accordance with the laws of the State of Delaware to the extent that state law is not preempted by the provisions of any law of the United States heretofore or hereafter enacted.
Appears in 105 contracts
Samples: Investment Management Agreement (Wells Fargo Funds Trust), Interim Investment Management Agreement (Wells Fargo Funds Trust), Interim Investment Management Agreement (Wells Fargo Funds Trust)
QUESTIONS OF INTERPRETATION. Any question of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act or the Advisers Act shall be resolved by reference to such terms term or provision of the 1940 Act or the Advisers Act and to interpretations thereof, if any, by the United States Courts courts or in the absence of any controlling decision of any such court, by rules, regulations or orders of the Commission, interpretations of the Commission or its staff, or Commission staff no-action letters, issued pursuant to the 1940 Actsaid Acts. In addition, where the effect of a requirement of the 1940 Act or the Advisers Act reflected in any provision of this the Agreement is revised by rule, regulation or order of the Commission, such provision shall be deemed to incorporate the effect of such rule, regulation or order. The duties and obligations of Subject to the parties under foregoing, this Agreement shall be governed by and construed in accordance with the laws (without reference to conflicts of law provisions) of the State of Delaware to the extent that state law is not preempted by the provisions of any law of the United States heretofore or hereafter enactedDelaware.
Appears in 27 contracts
Samples: Investment Advisory Agreement (MacKenzie Realty Capital, Inc.), Investment Advisory Agreement (Tortoise Essential Assets Income Term Fund), Investment Advisory Agreement (Tortoise Tax-Advantaged Social Infrastructure Fund, Inc.)
QUESTIONS OF INTERPRETATION. Any question of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act shall be resolved by reference to such terms or provision of the 1940 Act and to interpretations thereof, if any, by the United States Courts or in the absence of any controlling decision of any such court, by rules, regulations or orders of the Commission, interpretations of the Commission or its staff, or Commission staff no-action letters, issued pursuant to the 1940 Act. In addition, where the effect of a requirement of the 1940 Act reflected in any provision of this Agreement is revised modified or interpreted by rule, regulation any applicable order or order orders of the CommissionCommission or any rules or regulations adopted by, or interpretative releases of, the Commission thereunder, such provision shall will be deemed to incorporate the effect of such order, rule, regulation or orderinterpretative release. The duties and obligations of the parties under this Agreement shall be governed by and construed in accordance with the laws of the State of Delaware to the extent that state law is not preempted by the provisions of any law of the United States heretofore or hereafter enacted.
Appears in 19 contracts
Samples: Investment Management Agreement (Allspring Funds Trust), Investment Management Agreement (Allspring Funds Trust), Investment Advisory Agreement (Allspring Master Trust)
QUESTIONS OF INTERPRETATION. Any question of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act shall be resolved by reference to such terms or provision of the 1940 Act and to interpretations thereof, if any, by the United States Courts or in the absence of any controlling decision of any such court, by rules, regulations or orders of the CommissionSEC, interpretations of the Commission SEC or its staff, or Commission SEC staff no-action letters, issued pursuant to the 1940 Act. In addition, where the effect of a requirement of the 1940 Act reflected in any provision of this Agreement is revised modified or interpreted by rule, regulation any applicable order or order orders of the CommissionSEC or any rules or regulations adopted by, or interpretative releases of, the SEC thereunder, such provision shall will be deemed to incorporate the effect of such order, rule, regulation or orderinterpretive release. The duties and obligations of the parties under this Agreement shall be governed by and construed in accordance with the laws of the State of Delaware to the extent that state law is not preempted by the provisions of any law of the United States heretofore or hereafter enacted.
Appears in 19 contracts
Samples: Distribution Agreement (Allspring Funds Trust), Distribution Agreement (Allspring Funds Trust), Placement Agency Agreement (Allspring Master Trust)
QUESTIONS OF INTERPRETATION. Any question of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act or the Advisers Act shall be resolved by reference to such terms term or provision of the 1940 Act or the Advisers Act and to interpretations thereof, if any, by the United States Courts courts or in the absence of any controlling decision of any such court, by rules, regulations or orders of the Commission, interpretations of the Commission or its staff, or Commission staff no-action letters, issued pursuant to the 1940 Actsaid Acts. In addition, where the effect of a requirement of the 1940 Act or the Advisers Act reflected in any provision of this the Agreement is revised by rule, regulation or order of the Commission, such provision shall be deemed to incorporate the effect of such rule, regulation or order. The duties and obligations of Subject to the parties under foregoing, this Agreement shall be governed by and construed in accordance with the laws (without reference to conflicts of law provisions) and the courts of the State of Delaware to the extent that state law is not preempted by the provisions of any law of the United States heretofore or hereafter enactedDelaware.
Appears in 9 contracts
Samples: Investment Management Agreement (Variant Alternative Lending Fund), Investment Management Agreement (Aspiriant Risk-Managed Capital Appreciation Fund), Investment Management Agreement (Aspiriant Risk-Managed Real Assets Fund)
QUESTIONS OF INTERPRETATION. Any question of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act shall be resolved by reference to such terms or provision of the 1940 Act and to interpretations thereof, if any, by the United States Courts or in the absence of any controlling decision of any such court, by rules, regulations or orders of the Commission, interpretations of the Commission or its staff, or Commission staff no-action letters, issued pursuant to the 1940 Act. In addition, where the effect of a requirement of the 1940 Act reflected in any provision of this Agreement is revised by rule, regulation or order of the Commission, such provision shall be deemed to incorporate the effect of such rule, regulation or order. The duties and obligations of the parties under this Agreement shall be governed by and construed in accordance with the laws of the State of Delaware to the extent that state law is not preempted by the provisions of any law of the United States heretofore or hereafter enactedDelaware.
Appears in 5 contracts
Samples: Investment Advisory Agreement (Wells Fargo Funds Trust), Investment Advisory Agreement (Wells Fargo Funds Trust), Investment Advisory Agreement (Wells Fargo Variable Trust)
QUESTIONS OF INTERPRETATION. Any question of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act or the Advisers Act shall be resolved by reference to such terms term or provision of the 1940 Act or the Advisers Act and to interpretations thereof, if any, by the United States Courts or in the absence of any controlling decision of any such court, by rules, regulations or orders of the Commission, interpretations of the Commission or its staff, or Commission staff no-action letters, issued pursuant to the 1940 Actsaid Acts. In addition, where the effect of a requirement of the 1940 Act or the Advisers Act reflected in any provision of this the Agreement is revised by rule, regulation or order of the Commission, such provision shall be deemed to incorporate the effect of such rule, regulation or order. The duties and obligations of Subject to the parties under foregoing, this Agreement shall be governed by and construed in accordance with the laws (without reference to conflicts of law provisions) of the State of Delaware to the extent that state law is not preempted by the provisions of any law of the United States heretofore or hereafter enactedDelaware.
Appears in 4 contracts
Samples: Investment Advisory Agreement (Tortoise Energy Infrastructure Corp), Investment Advisory Agreement (Tortoise North American Energy Corp), Investment Advisory Agreement (Tortoise Energy Infrastructure Corp)
QUESTIONS OF INTERPRETATION. Any question of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act or the Advisers Act shall be resolved by reference to such terms term or provision of the 1940 Act or the Advisers Act and to interpretations thereof, if any, by the United States Courts courts or in the absence of any controlling decision of any such court, by rules, regulations or orders of the Commission, interpretations of the Commission or its staff, or Commission staff no-action letters, issued pursuant to the 1940 Actsaid Acts. In addition, where the effect of a requirement of the 1940 Act or the Advisers Act reflected in any provision of this the Agreement is revised by rule, regulation or order of the Commission, such provision shall be deemed to incorporate the effect of such rule, regulation or order. The duties and obligations of Subject to the parties under foregoing, this Agreement shall be governed by and construed in accordance with the laws (without reference to conflicts of law provisions)of the State of Delaware to the extent that state law is not preempted by the provisions of any law of the United States heretofore or hereafter enactedDelaware.
Appears in 3 contracts
Samples: Investment Advisory Agreement (Tortoise Energy Capital Corp), Investment Advisory Agreement (Tortoise Energy Capital Corp), Investment Advisory Agreement (Tortoise Energy Capital Corp)
QUESTIONS OF INTERPRETATION. Any question of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act shall be resolved by reference to such terms or provision of the 1940 Act and to interpretations thereof, if any, by the United States Courts or in the absence of any controlling decision of any such court, by rules, regulations or orders of the Commission, or interpretations of the Commission or its staff, or Commission staff no-no action letters, issued pursuant to the 1940 Act. In addition, where the effect of a requirement of the 1940 Act or the Advisers Act reflected in any provision of this Agreement is revised by rule, regulation or order of the Commission, such provision shall be deemed to incorporate the effect of such rule, regulation or order. The duties and obligations of the parties under this Agreement shall be governed by and construed in accordance with the laws of the State of Delaware to the extent that state law is not preempted by the provisions of any law of the United States heretofore or hereafter enacted.
Appears in 1 contract
QUESTIONS OF INTERPRETATION. Any question of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act shall be resolved by reference to such terms or provision of the 1940 Act and to interpretations thereof, if any, by the United States Courts or in the absence of any controlling decision of any such court, by rules, regulations or orders of the Commission, or interpretations of the Commission or its staff, or Commission staff no-action noaction letters, issued pursuant to the 1940 Act. In addition, where the effect of a requirement of the 1940 Act or the Advisers Act reflected in any provision of this Agreement is revised by rule, regulation or order of the Commission, such provision shall be deemed to incorporate the effect of such rule, regulation or order. The duties and obligations of the parties under this Agreement shall be governed by and construed in accordance with the laws of the State of Delaware to the extent that state law is not preempted by the provisions of any law of the United States heretofore or hereafter enacted.
Appears in 1 contract