Services as Placement Agent Sample Clauses

Services as Placement Agent. 1.1 EVD will act as Placement Agent of the Trust Interests covered by the Trust's registration statement then in effect under the 1940 Act. In acting as Placement Agent under this Placement Agent Agreement, neither EVD nor its employees or any agents thereof shall make any offer or sale of Trust Interests in a manner which would require the Trust Interests to be registered under the Securities Act of 1933, as amended (the "1933 Act"). 1.2 All activities by EVD and its agents and employees as Placement Agent of Trust Interests shall comply with all applicable laws, rules and regulations, including, without limitation, all rules and regulations adopted pursuant to the 1940 Act by the Securities and Exchange Commission (the "Commission").
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Services as Placement Agent. 1.1 EVD will act as Placement Agent of the Trust Interests covered by the Trust’s registration statement then in effect under the 1940 Act. In acting as Placement Agent under this Placement Agent Agreement, neither EVD nor its employees or any agents thereof shall make any offer or sale of Trust Interests in a manner which would require the Trust Interests to be registered under the Securities Act of 1933, as amended (the “1933 Act”). 1.2 All activities by EVD and its agents and employees as Placement Agent of Trust Interests shall comply with all applicable laws, rules and regulations, including, without limitation, all rules and regulations adopted pursuant to the 1940 Act by the Securities and Exchange Commission (the “Commission”). 1.3 Nothing herein shall be construed to require the Trust to accept any offer to purchase any Trust Interests, all of which shall be subject to approval by the Board of Trustees. 1.4 The Trust shall furnish from time to time for use in connection with the sale of Trust Interests such information with respect to the Trust and Trust Interests as EVD may reasonably request. The Trust shall also furnish EVD upon request with: (a) unaudited semiannual statements of the Trust’s books and accounts prepared by the Trust, and (b) from time to time such additional information regarding the Trust’s financial or regulatory condition as EVD may reasonably request. 1.5 The Trust represents to EVD that all registration statements filed by the Trust with the Commission under the 1940 Act with respect to Trust Interests have been prepared in conformity with the requirements of such statute and the rules and regulations of the Commission thereunder. As used in this Agreement the term “registration statement” shall mean any registration statement filed with the Commission as modified by any amendments thereto that at any time shall have been filed with the Commission by or on behalf of the Trust. The Trust represents and warrants to EVD that any registration statement will contain all statements required to be stated therein in conformity with both such statute and the rules and regulations of the Commission; that all statements of fact contained in any registration statement will be true and correct in all material respects at the time of filing of such registration statement or amendment thereto; and that no registration statement will include an untrue statement of a material fact or omit to state a material fact required to be stated ther...
Services as Placement Agent. 1.1 EVD will act as Placement Agent of the Trust Interests covered by the Trust's registration statement then in effect under the 1940 Act. In acting as Placement Agent under this Placement Agent Agreement, neither EVD nor its employees or any agents thereof shall make any offer or sale of Trust Interests in a manner which would require the Trust Interests to be registered under the Securities Act of 1933, as amended (the "1933 Act").
Services as Placement Agent. LFBDS will act as exclusive Placement Agent of the Portfolio Interests covered by each registration statement then in effect under the 1940 Act. In acting as Placement Agent under this Placement Agent Agreement, neither LFBDS nor its employees nor any agents thereof shall make any offer or sale of Portfolio Interests in a manner which would require the Interests to be registered under the Securities Act of 1933, as amended (the "1933 Act").
Services as Placement Agent. 1.1. The Placement Agent will act as agent for the private placement of Shares in accordance with any instructions of the Trust's Board of Trustees and with the Trust's registration statement then in effect under the 1940 Act, and will transmit promptly any orders properly received by it for the purchase or redemption of Shares to the Trust or the transfer and dividend disbursing agent for the Master Trust of which the Master Trust has notified the Placement Agent in writing, or their designated agents. As used in this Agreement, the term "registration statement" shall mean any registration statement, specifically including, among other items, any then-current prospectus together with any related then-current statement of additional information, filed with the SEC with respect to Shares, and any amendments and supplements thereto which at any time shall have been filed. 1.2. The Placement Agent agrees to use appropriate efforts to solicit orders for the sale of Shares and will undertake such advertising and promotion, as it believes appropriate in connection with such solicitation. The Placement Agent agrees to offer and sell Shares at the applicable offering price which is the net asset value next determined after an order is received. The Trust understands that the Placement Agent is and may in the future be the Placement Agent 1.3. The Placement Agent shall, at its own expense, finance such activities as it deems reasonable and which are primarily intended to result in the sale of Shares, including, but not limited to, advertising, compensation of underwriters, dealers and sales personnel, the printing and mailing of prospectuses to other than current interestholders, and the printing and mailing of sales literature. The Placement Agent shall be responsible for reviewing and providing advice on all sales literature (e.g., advertisements, brochures and interestholder communications) with respect to each of the Master Portfolios, and shall file with the NASD or the appropriate regulators all such materials as are required to be filed under applicable laws and regulations in compliance with such laws and regulations. In addition, the Placement Agent will provide sufficient personnel, during normal business hours, reasonably necessary to respond to telephone questions with respect to the Master Portfolios. 1.4. In connection with all matters relating to this Agreement, the Placement Agent agrees to comply with all applicable laws, rules and regulations, inc...
Services as Placement Agent. (a) Forum will act as Placement Agent of the Interests covered by the Trust's registration statement then in effect under the 1940 Act. As Placement Agent, Forum shall have the right to sell Interests of the Portfolios upon the terms set forth in the Trust's registration statement, as such registration statement is amended and in effect from time to time. In acting as Placement Agent under the Placement Agency Agreement, neither Forum nor its employees nor any agents thereof shall make any offer or sale of Interests in a manner which would require the Interests to be registered under the Securities Act of 1933, as amended (the "1933 Act"). As used in this Agreement the term "registration statement" shall mean any registration statement filed with the Securities and Exchange Commission (the "Commission") as modified by any amendments thereto that at any time shall have been filed with the Commission by or on behalf of the Trust.
Services as Placement Agent. 1.1. WFFD will act as agent for the private placement of Shares in accordance with any instructions of the Trust’s Board of Trustees and with the Trust’s registration statement then in effect under the 1940 Act, and will transmit promptly any orders properly received by it for the purchase or redemption of Shares to the Trust or the transfer and dividend disbursing agent for the Trust of which the Trust has notified WFFD in writing, or their designated agents. As used in this Agreement, the term “registration statement” shall mean any registration statement, specifically including, among other items, any then-current Part A/prospectus together with any related then-current Part B/statement of additional information, filed with the SEC with respect to the Portfolios, and any amendments and supplements thereto which at any time shall have been filed. 1.2. WFFD agrees to use appropriate efforts, consistent with privately placing the Shares in transactions that do not involve a public offering of such Shares, to offer and sell Shares at the applicable offering price which is the net asset value next determined after an order is received. The Trust understands that WFFD is and may in the future be the placement agent of shares of other investment company portfolios including portfolios having investment objectives similar to those of the Portfolios. The Trust further understands that existing and future investors in the Portfolios may invest in shares of such other portfolios. The Trust agrees that WFFD’s duties to such portfolios shall not be deemed in conflict with its duties to the Trust under this paragraph 1.2. 1.3. In acting as placement agent under this Agreement, WFFD shall not make any offer or sale of Shares in a manner that would require the offer or sale of the Shares to be registered under the Securities Act of 1933, as amended (the “1933 Act”). WFFD shall, at its own expense, finance such activities as it deems reasonable and which are primarily intended to result in the sale of Shares, including, but not limited to, advertising, compensation of underwriters, dealers and sales personnel, the printing and mailing of Parts A/prospectuses to other than current interestholders, and the printing and mailing of sales literature. WFFD shall be responsible for reviewing and providing advice on all sales literature (e.g., advertisements, brochures and interestholder communications) with respect to each of the Portfolios, and shall file with FINRA or the ap...
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Services as Placement Agent. (a) Forum will act as Placement Agent of the Interests of the Portfolios. As Placement Agent, Forum shall have the right to sell Interests of the Portfolios upon the terms set forth in the Trust's registration statement, as such registration statement is amended and in effect from time to time. In acting as Placement Agent, neither Forum nor its employees nor any agents thereof shall make any offer or sale of Interests in a manner which would require the Interests to be registered under the Securities Act of 1933, as amended (the "1933 Act"). As used in this Agreement the term "registration statement" shall mean any registration statement filed with the Securities and Exchange Commission (the "Commission") as modified by any amendments thereto that at any time shall have been filed with the Commission by or on behalf of the Trust.
Services as Placement Agent. CSI will act as Placement Agent of the Shares of the Portfolios. In acting as Placement Agent under this Agreement, neither CSI nor its employees nor any agents thereof shall make any offer or sale of Shares in a manner which would require the Shares to be registered under the Securities Act of 1933, as amended (the "1933 Act").
Services as Placement Agent. Xxxx Xxxxxx Distributors will act as Placement Agent of the Portfolio Interests covered by the Portfolio's registration statement then in effect under the 1940 Act. In acting as Placement Agent under this Placement Agent Agreement, neither 00 Xxxx Xxxxxx Distributors nor its employees or any agents thereof shall make any offer or sale of Portfolio Interests in a manner which would require the Portfolio Interests to be registered under the Securities Act of 1933, as amended (the "1933 Act").
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