Common use of Representations, Warranties and Agreements of Atlantic Clause in Contracts

Representations, Warranties and Agreements of Atlantic. Atlantic represents, warrants and agrees to the Trust that: (i) It is a limited liability company duly organized and existing under the laws of the State of Delaware and is in good standing in the States of Delaware and Maine. (ii) It is empowered under Law applicable to Atlantic and by the documents pursuant to which it was formed as a limited liability company entity in the State of Delaware to enter into this Agreement and perform its duties under this Agreement. (iii) All requisite limited liability company proceedings have been taken to authorize it to enter into this Agreement and perform its duties under this Agreement. (iv) It has access to the necessary facilities, equipment, and personnel to perform its duties and obligations, and assist the CCO in the performance of the CCO's duties and obligations, under this Agreement. (v) This Agreement, when executed and delivered, will constitute a legal, valid and binding obligation of Atlantic, enforceable against Atlantic in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties. (vi) It shall make available an individual who is competent and knowledgeable regarding the federal securities laws and is otherwise reasonably qualified to act as a CCO and who will, in the reasonable opinion of Atlantic, in the exercise of the CCO's duties to the Trust, act in good faith and in a manner reasonably believed by the CCO to be in the best interests of the Trust. (vii) It shall compensate the CCO fairly, subject to the Board's right under any applicable Law (e.g., Rule 38a-1) to approve the designation, termination and level of compensation of the CCO and it shall not retaliate against the CCO should the CCO inform the Board of a compliance failure or take aggressive action to ensure compliance with the federal securities laws by the Trust or by any Adviser, administrator (as that term is defined in Rule 0-1 of the 1940 Act), principal underwriter or transfer agent to the Trust (collectively, "Service Providers"). (viii) It shall report to the Board promptly if it learns about CCO malfeasance or in the event the CCO is terminated as a Chief Compliance Officer by another investment company registered under the 1940 Act. (ix) It shall report to the Board if at any time it knows that the CCO is subject to the disqualifications set forth in Section 15(b)(4) of the 1934 Act or Section 9 of the 1940 Act. (i) It has adopted and will maintain a written program concerning any anti-money laundering Services it provides hereunder, and (ii) its policies and procedures are reasonably adequate for it to provide the Services related to anti-money laundering and comply with its obligations under this Agreement.

Representations, Warranties and Agreements of Atlantic. Atlantic represents, represents and warrants to the Trust and agrees to with the Trust that: (i) It is a limited liability company duly organized and existing under the laws of the State of Delaware and is in good standing in the States of Delaware and Maine. (ii) It is empowered under Law applicable to Atlantic and by the documents pursuant to which it was formed as a limited liability company entity in the State of Delaware to enter into this Agreement and perform its duties under this Agreement. (iii) All requisite limited liability company proceedings have been taken to authorize it to enter into this Agreement and perform its duties under this Agreement. (iv) It has access to the necessary facilities, equipment, and personnel to perform its duties and obligations, and assist the CCO in the performance of the CCO's duties and obligations, under this Agreement. (v) This Agreement, when executed and delivered, will constitute a legal, valid and binding obligation of Atlantic, enforceable against Atlantic in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws Laws of general application affecting the rights and remedies of creditors and secured parties. (vi) It shall make available an individual who is competent and knowledgeable regarding the federal securities laws and is otherwise reasonably qualified to act as a CCO and who will, in the reasonable opinion of Atlantic, in the exercise of the CCO's duties to the Trust, act in good faith and in a manner reasonably believed by the CCO to be in the best interests of the Trust. (vii) It shall compensate the CCO fairly, subject to the Board's right under any applicable Law (e.g., Rule 38a-1) to approve the designation, termination and level of compensation of the CCO and it shall not retaliate against the CCO should the CCO inform the Board of a compliance failure or take aggressive action to ensure compliance with the federal securities laws by the Trust or by any Adviser, administrator (as that term is defined in Rule 0-1 of the 1940 Act), principal underwriter or transfer agent to the Trust (collectively, "Service Providers"). (viii) It shall report to the Board promptly if it learns about CCO malfeasance or in the event the CCO is terminated as a Chief Compliance Officer by another management investment company registered under the 1940 ActAct (other than a termination arising in connection with termination of services by Atlantic on behalf of such management investment company). (ix) It shall report to the Board if at any time it knows that the CCO is subject to the disqualifications set forth in Section 15(b)(4) of the 1934 Act or Section 9 of the 1940 Act. (i) It has adopted and will maintain a written program concerning any anti-money laundering AML Services it provides hereunder, and (ii) its policies and procedures are reasonably adequate for it to provide the Services related to anti-money laundering AML and comply with its obligations under this Agreement.

Representations, Warranties and Agreements of Atlantic. Atlantic represents, warrants and agrees to the Trust that: (i) It is a limited liability company duly organized and existing under the laws of the State of Delaware and is in good standing in the States of Delaware and Maine. (ii) It is empowered under Law applicable to Atlantic and by the documents pursuant to which it was formed as a limited liability company entity in the State of Delaware to enter into this Agreement and perform its duties under this Agreement. (iii) All requisite limited liability company proceedings have been taken to authorize it to enter into this Agreement and perform its duties under this Agreement. (iv) It has access to the necessary facilities, equipment, and personnel to perform its duties and obligations, and assist the CCO in the performance of the CCO's ’s duties and obligations, under this Agreement. (v) This Agreement, when executed and delivered, will constitute a legal, valid and binding obligation of Atlantic, enforceable against Atlantic in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties. (vi) It shall make available an individual who is competent and knowledgeable regarding the federal securities laws and is otherwise reasonably qualified to act as a CCO and who will, in the reasonable opinion of Atlantic, in the exercise of the CCO's ’s duties to the Trust, act in good faith and in a manner reasonably believed by the CCO to be in the best interests of the Trust. (vii) It shall compensate the CCO fairly, subject to the Board's ’s right under any applicable Law (e.g., Rule 38a-1) to approve the designation, termination and level of compensation of the CCO and it shall not retaliate against the CCO should the CCO inform the Board of a compliance failure or take aggressive action to ensure compliance with the federal securities laws by the Trust or by any Adviser, administrator (as that term is defined in Rule 0-1 of the 1940 Act), principal underwriter or transfer agent to the Trust (collectively, "“Service Providers"”). (viii) It shall report to the Board promptly if it learns about CCO malfeasance or in the event the CCO is terminated as a Chief Compliance Officer by another investment company registered under the 1940 Act. (ix) It shall report to the Board if at any time it knows that the CCO is subject to the disqualifications set forth in Section 15(b)(4) of the 1934 Act or Section 9 of the 1940 ActSxxxxxx 0 xx xxx 0000 Xxx. (i) It has adopted and will maintain a written program concerning any anti-money laundering Services it provides hereunder, and (ii) its policies and procedures are reasonably adequate for it to provide the Services related to anti-money laundering and comply with its obligations under this Agreement.

Representations, Warranties and Agreements of Atlantic. Atlantic representsFA and Atlantic TA, warrants as appropriate, represent, warrant and agrees agree to the Trust that: (i) It Each of Atlantic FA and Atlantic TA is a limited liability company duly organized and existing under the laws of the State of Delaware and is in good standing in the States of Delaware and Maine. (ii) It Each of Atlantic FA and Atlantic TA is empowered under Law applicable to Atlantic FA and Atlantic TA, respectively, and by the documents pursuant to which it was formed as a limited liability company entity in the State of Delaware to enter into this Agreement and perform its duties under this Agreement. (iii) All requisite limited liability company proceedings have been taken to authorize it each of Atlantic FA and Atlantic TA to enter into this Agreement and perform its duties under this Agreement. (iv) It has access to the necessary facilities, equipment, and personnel to perform its duties and obligations, and assist the CCO in the performance of the CCO's ’s duties and obligations, under this Agreement. (v) This Agreement, when executed and delivered, will constitute a legal, valid and binding obligation of Atlanticeach of Atlantic TA and Atlantic FA, enforceable against Atlantic in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties. (vi) It Atlantic FA shall make available an individual who is competent and knowledgeable regarding the federal securities laws and is otherwise reasonably qualified to act as a CCO and who will, in the reasonable opinion of Atlantic, in the exercise of the CCO's ’s duties to the Trust, act in good faith and in a manner reasonably believed by the CCO to be in the best interests of the Trust. (vii) It shall compensate the CCO fairly, subject to the Board's ’s right under any applicable Law (e.g., Rule 38a-1) to approve the designation, termination and level of compensation of the CCO and it shall not retaliate against the CCO should the CCO inform the Board of a compliance failure or take aggressive action to ensure compliance with the federal securities laws by the Trust or by any Adviser, administrator (as that term is defined in Rule 0-1 of the 1940 Act), principal underwriter or transfer agent to the Trust (collectively, "“Service Providers"”). (viii) It shall report to the Board promptly if it learns about CCO malfeasance or in the event the CCO is terminated as a Chief Compliance Officer by another investment company registered under the 1940 Act. (ix) It shall report to the Board if at any time it knows that the CCO is subject to the disqualifications set forth in Section 15(b)(4) of the 1934 Act or Section 9 of the 1940 Act. (ix) It Atlantic TA has adopted and will maintain a written program concerning any anti-money laundering Services it provides hereunder, and (ii) its policies and procedures are reasonably adequate for it to provide the Services related to anti-money laundering and comply with its obligations under this Agreement.