Common use of Representations and Warranties of Sub-Adviser Clause in Contracts

Representations and Warranties of Sub-Adviser. The Sub-Adviser hereby represents and warrants to TAMIC that: a. The Sub-Adviser is registered with the SEC as an investment adviser under the Advisers Act; b. The Sub-Adviser is registered or licensed as an investment adviser under the laws of jurisdictions in which its activities require it to be so registered or licensed, except where the failure to be so licensed would not have a material adverse effect on its business; c. The Sub-Adviser is a business trust duly organized and validly existing under the laws of the State of Delaware with the power to own and possess its assets and carry on its business as it is now being conducted; d. The execution, delivery and performance by the Sub-Adviser of this Agreement are within the Sub-Adviser's powers and have been duly authorized by all necessary action on the part of its directors, and no action by or in respect of, or filing with, any governmental body, agency or official is required on the part of the Sub-Adviser for the execution, delivery and performance of this Agreement by the parties hereto, and the execution, delivery and performance of this Agreement by the parties hereto does not contravene or constitute a default under (i) any provision of applicable law, rule or regulation, (ii) the Sub-Adviser's Articles of Incorporation or By-Laws, or (iii) any agreement,

Representations and Warranties of Sub-Adviser. The Sub-Adviser hereby represents and warrants to TAMIC that: a. The Sub-Adviser is registered with the SEC as an investment adviser under the Advisers Act; b. The Sub-Adviser is registered or licensed as an investment adviser under the laws of jurisdictions in which its activities require it to be so registered or licensed, except where the failure to be so licensed would not have a material adverse effect on its business; c. The Sub-Adviser is a business trust corporation duly organized and validly existing under the laws of the State of Delaware Massachusetts with the power to own and possess its assets and carry on its business as it is now being conducted; d. The execution, delivery and performance by the Sub-Adviser of this Agreement are within the Sub-Adviser's powers and have been duly authorized by all necessary action on the part of its directors, and no action by or in respect of, or filing with, any governmental body, agency or official is required on the part of the Sub-Adviser for the execution, delivery and performance of this Agreement by the parties hereto, and the execution, delivery and performance of this Agreement by the parties hereto does not contravene or constitute a default under (i) any provision of applicable law, rule or regulation, (ii) the Sub-Adviser's Articles of Incorporation or By-Laws, or (iii) any agreement,

Representations and Warranties of Sub-Adviser. The Sub-Adviser hereby adviser represents and warrants to TAMIC thatthe Adviser and the Trust as follows: a. (a) The Sub-Adviser adviser is registered with the SEC as an investment adviser under the Advisers Act; b. ; (b) The Sub-Adviser adviser is registered or licensed as an investment adviser under the laws of jurisdictions in which its activities require it to be so registered or licensed, except where the failure to be so licensed would not have a material adverse effect on its business; c. The Sub-Adviser is a business trust chapter S corporation duly organized and validly existing properly registered and operating under the laws of the State of Delaware New York with the power to own and possess its assets and carry on its business as it is now being conducted; d. conducted and as proposed to be conducted hereunder; (c) The execution, delivery and performance by the Sub-Adviser adviser of this Agreement are within the Sub-Adviser's adviser’s powers and have been duly authorized by all necessary action on the part actions of its directorsdirectors or shareholders, and no action by by, or in respect of, or filing with, any governmental body, agency or official is required on the part of the Sub-Adviser adviser for the execution, delivery and performance by the Sub-adviser of this Agreement by the parties heretoAgreement, and the execution, delivery and performance by the Sub-adviser of this Agreement by the parties hereto does do not contravene or constitute a violation of, or a material default under under, (i) any provision of applicable law, rule or regulation, (ii) the Sub-Adviser's Articles of Incorporation or By-Lawsadviser’s governing instruments, or (iii) any agreement,, judgment, injunction, order, decree or other instrument binding upon the Sub-adviser; and (d) The Form ADV of the Sub-adviser provided to the Adviser and the Trust is a true and complete copy of the form, including that part or parts of the Form ADV filed with the SEC, that part or parts maintained in the records of the Sub-adviser, and/or that part or parts provided or offered to clients, in the case as required under the Advisers Act and rules thereunder.

Representations and Warranties of Sub-Adviser. The Sub-Adviser hereby represents and warrants to TAMIC that: a. The Sub-Adviser is registered with the SEC as an investment adviser under the Advisers Act; b. The Sub-Adviser is registered or licensed as an investment adviser under the laws of jurisdictions in which its activities require it to be so registered or licensed, except where the failure to be so licensed would not have a material adverse effect on its business; c. The Sub-Adviser is a business trust corporation duly organized and validly existing under the laws of the State of Delaware with the power to own and possess its assets and carry on its business as it is now being conducted; d. c. The execution, delivery and performance by the Sub-Adviser of this Agreement are within the Sub-Adviser's powers posers and have been duly authorized by all necessary action on the part of its directors, and no action by or in respect of, or filing with, any governmental body, agency or official is required on the part of the Sub-Adviser for the execution, delivery and performance of this Agreement by the parties hereto, and the execution, delivery and performance of this Agreement by the parties hereto does not contravene or constitute a default under under: (i) any provision of applicable law, rule or regulation, ; (ii) the Sub-Adviser's Articles of Incorporation or By-Laws, ; or (iii) any agreement,, judgment, injunction, order, decree or other instruments binding upon the Sub-Adviser; d. This Agreement is a valid and binding Agreement of the Sub-Adviser; e. The Sub-Adviser has provided TAMIC with a copy of its Form ADV as most recently filed with the SEC and will, promptly after filing any amendment to its Form ADV and the SEC, furnish a copy of such amendments to TAMIC. The information contained in the Sub-Adviser's form ADV is accurate and complete in all material respects and does not omit to state any material fact

Representations and Warranties of Sub-Adviser. The Sub-Adviser hereby represents and warrants to TAMIC thatthe Adviser and the Fund as follows: a. (a) The Sub-Adviser is registered with the SEC as an investment adviser under the Advisers Act; b. The Sub-Adviser is registered or licensed as an investment adviser under the laws of jurisdictions in which its activities require it to be so registered or licensed, except where the failure to be so licensed would not have a material adverse effect on its business; c. ; (b) The Sub-Adviser is a business trust limited liability company duly organized and validly existing properly registered and operating under the laws of the State of Delaware with the power to own and possess its assets assets, perform its obligations under this Agreement, and to carry on its business as it is now being being, and to be, conducted; d. ; (c) The execution, delivery and performance by the Sub-Adviser of this Agreement are within the Sub-Adviser's ’s powers and have been duly authorized by all necessary action on the part of its directors, and no action by or in respect of, or filing with, any governmental body, agency or official is required on the part of the Sub-Adviser for the execution, delivery and performance by the Sub-Adviser of this Agreement by the parties heretoAgreement, and the execution, delivery and performance by the Sub-Adviser of this Agreement by the parties hereto does do not contravene or constitute a default under (i) any provision of applicable law, rule or regulation, (ii) the Sub-Adviser's Articles of Incorporation or By-Laws’s governing instruments, or (iii) any agreement,, judgment, injunction, order, decree or other instrument binding upon the Sub-Adviser; and (d) The Form ADV of the Sub-Adviser previously provided to the Adviser and all amendments to the Sub-Adviser’s Form ADV to be provided to the Adviser is or will be a true and complete copy of the form as currently filed or as then filed with the SEC and the information contained therein is accurate and complete in all material respects and does not omit to state any material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.