Common use of Representations and Warranties of Subadviser Clause in Contracts

Representations and Warranties of Subadviser. The Subadviser represents and warrants to the Adviser and the Trust as follows: (a) The Subadviser is registered as an investment adviser under the Advisers Act; (b) The Subadviser is registered as a Commodity Trading Advisor under the Commodity Exchange Act, as amended (the “CEA”), with the Commodity Futures Trading Commission (the “CFTC”), or is not required to file such registration; (c) The Subadviser is a limited partnership duly organized and properly registered and operating under the laws of the Commonwealth of Pennsylvania with the power to own and possess its assets and carry on its business as it is now being conducted and as proposed to be conducted hereunder; August 2008 (d) The execution, delivery and performance by the Subadviser of this Agreement are within the Subadviser’s powers and have been duly authorized by all necessary actions of its directors or shareholders, and no action by, or in respect of, or filing with, any governmental body, agency or official is required on the part of the Subadviser for execution, delivery and performance by the Subadviser of this Agreement, and the execution, delivery and performance by the Subadviser of this Agreement do not contravene or constitute a violation of, or a material default under, (i) any provision of applicable law, rule or regulation, (ii) the Subadviser’s governing instruments, or (iii) any agreement, judgment, injunction, order, decree or other instrument binding upon the Subadviser; and (e) The Form ADV of the Subadviser previously 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 Adviser, and/or that part or parts provided or offered to clients, in each case as required under the Advisers Act and rules thereunder, 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.

Representations and Warranties of Subadviser. The Subadviser represents and warrants to the Adviser and the Trust as follows: (a) The Subadviser is registered as an investment adviser under the Advisers Act; (b) The Subadviser is registered as a Commodity Trading Advisor under the Commodity Exchange Act, as amended (the “CEA”), with the Commodity Futures Trading Commission (the “CFTC”), or is not required to file such registration; (c) The Subadviser is a limited partnership Pennsylvania corporation duly organized and properly registered and operating under the laws of the Commonwealth of Pennsylvania with the power to own and possess its assets and carry on its business as it is now being conducted and as proposed to be conducted hereunder; August 2008; (d) The execution, delivery and performance by the Subadviser of this Agreement are within the Subadviser’s powers and have been duly authorized by all necessary actions of its directors or shareholders, and no action by, or in respect of, or filing with, any governmental body, agency or official is required on the part of the Subadviser for execution, delivery and performance by the Subadviser of this Agreement, and the execution, delivery and performance by the Subadviser of this Agreement do not contravene or constitute a violation of, or a material default under, (i) any provision of applicable law, rule or regulation, (ii) the Subadviser’s governing instruments, or (iii) any agreement, judgment, injunction, order, decree or other instrument binding upon the Subadviser; and (e) The Form ADV of the Subadviser previously 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 Adviser, and/or that part or parts provided or offered to clients, in each case as required under the Advisers Act and rules thereunder, 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.

Representations and Warranties of Subadviser. The Subadviser represents and warrants to the Adviser and the Trust Fund as follows: (a) The Subadviser is registered as an investment adviser under the Advisers Act; (b) The Subadviser is registered as a Commodity Trading Advisor under the Commodity Exchange Act, as amended Act (the “"CEA”), ") with the Commodity Futures Trading Commission (the “"CFTC”"), or is not required to file such registrationan exemption; (c) The Subadviser is a limited liability partnership duly organized and properly registered and operating under the laws of the Commonwealth of Pennsylvania with the power to own and possess its assets and carry on its business as it is now being conducted and as proposed to be conducted hereunder; August 2008conducted; (d) The execution, delivery and performance by the Subadviser of this Agreement are within the Subadviser’s 's powers and have been duly authorized by all necessary actions of its directors or shareholders, action 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 Subadviser for the execution, delivery and performance by the Subadviser of this Agreement, and the execution, delivery and performance by the Subadviser of this Agreement 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 Subadviser’s 's governing instruments, or (iii) any agreement, judgment, injunction, order, decree or other instrument binding upon the Subadviser; and; (e) The Form ADV of the Subadviser previously 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 form as currently filed with the SEC, that part or parts maintained in the records of the Adviser, and/or that part or parts provided or offered to clients, in each case as required under the Advisers Act and rules thereunder, 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.

Representations and Warranties of Subadviser. The Subadviser represents and warrants to the Adviser and the Trust Fund as follows: (a) The Subadviser is registered as an investment adviser under the Advisers Act; (b) The Subadviser is registered as a Commodity Trading Advisor ("CTA") (or is exempt from such registration) under the Commodity Exchange Act, as amended Act (the “"CEA”), ") with the Commodity Futures Trading Commission (the “"CFTC”"), or is not required to file such registration; (c) The Subadviser is a limited partnership corporation duly organized and properly registered and operating validly existing under the laws of the Commonwealth of Pennsylvania with the power to own and possess its assets and carry on its business as it is now being conducted and as proposed to be conducted hereunder; August 2008conducted; (d) The execution, delivery and performance by the Subadviser of this Agreement are within the Subadviser’s 's powers and have been duly authorized by all necessary actions action on the part of its directors Board of Directors or shareholders, 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 Subadviser for the execution, delivery and performance by the Subadviser of this Agreement, and the execution, delivery and performance by the Subadviser of this Agreement 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 Subadviser’s 's governing instruments, or (iii) any agreement, judgment, injunction, order, decree or other instrument binding upon the Subadviser; and; (e) The Form ADV of the Subadviser previously provided to the Adviser and the Trust (a true copy of which is attached as Exhibit B to this Agreement) is a true and complete copy of the form, including that part or parts of the Form ADV form as currently filed with the SEC, that part or parts maintained in the records of the Adviser, and/or that part or parts provided or offered to clients, in each case as required under the Advisers Act and rules thereunder, 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. The Subadviser will promptly provide the Adviser and the Trust with a complete copy of all subsequent amendments to its Form ADV.

Representations and Warranties of Subadviser. The Subadviser represents and warrants to the Adviser and the Trust as follows: (a) The Subadviser is registered as an investment adviser under the Advisers Act; (b) The Subadviser is registered as a Commodity Trading Advisor under the Commodity Exchange Act, as amended (the “CEA”), with the Commodity Futures Trading Commission (the “CFTC”), or is not required to file such registration; (c) The Subadviser is a limited partnership corporation duly organized and properly registered and operating under the laws of the Commonwealth of Pennsylvania with the power to own and possess its assets and carry on its business as it is now being conducted and as proposed to be conducted hereunder; August 2008; (d) The execution, delivery and performance by the Subadviser of this Agreement are within the Subadviser’s powers and have been duly authorized by all necessary actions of its directors or shareholders, and no action by, or in respect of, or filing with, any governmental body, agency or official is required on the part of the Subadviser for execution, delivery and performance by the Subadviser of this Agreement, and the execution, delivery and performance by the Subadviser of this Agreement do not contravene or constitute a violation of, or a material default under, (i) any provision of applicable law, rule or regulation, (ii) the Subadviser’s governing instruments, or (iii) any agreement, judgment, injunction, order, decree or other instrument binding upon the Subadviser; and (e) The Form ADV of the Subadviser previously 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 Adviser, and/or that part or parts provided or offered to clients, in each case as required under the Advisers Act and rules thereunder, 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.