Common use of TERMINATION; NO ASSIGNMENT Clause in Contracts

TERMINATION; NO ASSIGNMENT. (a) This Agreement may be terminated at any time without payment of any penalty, by: the Board of Trustees of the Trust or by vote of a majority of the outstanding voting securities of the Fund, upon sixty (60) days’ written notice to the Sub-Advisor and the Advisor. This Agreement also may be terminated at any time, without the payment of any penalty, by the Advisor or the Sub-Advisor upon sixty (60) days’ written notice to the Trust and the other party. In the event of a termination, Sub-Advisor shall cooperate in the orderly transfer of the Fund’s affairs and, at the request of the Board of Trustees, transfer copies of any and all books and records of the Fund maintained by Sub-Advisor on behalf of the Fund and destroy any original copies of such materials not transferred to the Fund to the extent the Sub-Advisor is not required under the Investment Company Act or Investment Advisers Act to maintain them. (b) This Agreement shall terminate automatically in the event of any transfer or assignment thereof, as defined in the Investment Company Act.

TERMINATION; NO ASSIGNMENT. (a) This Agreement may be terminated at any time without payment of any penalty, by: the Board of Trustees of the Trust or by vote of a majority of the outstanding voting securities of the Fund, upon sixty (60) days’ written notice to the Sub-Advisor and the Advisor. This Agreement also may be terminated at any time, without the payment of any penalty, by the Advisor or the Sub-Advisor upon sixty (60) days’ written notice to the Trust and the other party. In the event of a termination, Sub-Advisor shall cooperate in the orderly transfer of the Fund’s affairs and, at the request of the Board of Trustees, transfer copies of any and all books and records of the Fund maintained by Sub-Advisor on behalf of the Fund and destroy any original Fund. The Sub-Adviser may retain copies of such materials not transferred any and all books and records as may be required or desirable to the Fund to the extent the Sub-Advisor is not required under the Investment Company Act be retained in connection with its compliance with applicable laws, rules, regulations or Investment Advisers Act to maintain theminternal standards. (b) This Agreement shall terminate automatically in the event of any transfer or assignment thereof, as defined in the Investment Company Act.