Common use of To Manager Clause in Contracts

To Manager. Sub-Adviser promptly, within two (2) business days, shall notify Manager in writing of the occurrence of any of the following events: (a) Sub-Adviser shall fail to be registered as an investment adviser under the Advisers Act with the SEC; (b) Sub-Adviser shall fail to comply or maintain any state or federal registration requirements for all governing entities, as well as SROs, that Sub-Adviser (whether through its own business or through activities that relate to the Fund) is subject to; (c) Sub-Adviser or any personnel shall have been served or otherwise have reason to believe that service is imminent of any action, suit, proceeding, formal inquiry or formal investigation, at law or in equity, before or by any court, public board or body, in each case, involving the affairs of the Fund; (d) Sub-Adviser or any personnel are required to answer affirmatively any of the disciplinary questions found in Form ADV or on the Form U-4; (e) The departure of, or transfer of controlling interest in Sub-Adviser by, any management or other key personnel; (f) Any other occurrence that reasonably could have a material adverse impact on the ability of Sub-Adviser to provide the services provided for under this Agreement; or Sub-Adviser promptly, within thirty (30) days, shall notify Manager in writing of the occurrence of any of the following events: (g) Sub-Adviser changes its auditor, accountant, bookkeeper, counsel, or any other third party service provider that participates in a material role in the financials or reporting of financials of the firm; (h) Sub-Adviser hires or terminates any key personnel that perform a material role in the investment decision making process of Sub-Adviser; (i) Sub-Adviser hires or terminates any personnel that perform a material role in the financials or reporting of financial information of Sub-Adviser; (j) If there is a material change in any of the roles or responsibilities of any key personnel that perform a material role in the investment decision making process of Sub-Adviser; or (k) If there is a material change in any of the roles or responsibilities of any key personnel that perform a material role in the financials or reporting of financials of Sub-Adviser.

To Manager. Sub-Adviser promptly, within two (2) business daysBusiness Days, shall notify Manager in writing of the occurrence of any of the following events: (a) Sub-Adviser shall fail to be registered as an investment adviser under the Advisers Act with the SEC; (b) Sub-Adviser shall fail to comply or maintain any state or federal registration requirements for all governing entities, as well as SROs, that Sub-Adviser (whether through its own business or through activities that relate to the Fund) is subject to; (c) Sub-Adviser or any personnel shall have been served or otherwise have reason to believe that service is imminent of any action, suit, proceeding, formal inquiry or formal investigation, at law or in equity, before or by any court, public board or body, in each case, involving the affairs of the Fund; (d) Sub-Adviser or any personnel are required to answer affirmatively any of the disciplinary questions found in Form ADV or on the Form U-4; (e) The departure of, or transfer of controlling interest in Sub-Adviser by, any key personnel responsible for the day to day management of the Fund or other key personnelany material change to the ownership structure of the Sub-Advisor or any controlling entity thereof; (f) Any other occurrence that reasonably could have a material adverse impact on the ability of Sub-Adviser to provide the services provided for under this Agreement; or . Sub-Adviser promptly, within thirty (30) days, shall notify Manager in writing of the occurrence of any of the following events: (g) Sub-Adviser changes its auditor, accountant, bookkeeper, counsel, or any other third third-party service provider that participates in a material role in the financials or reporting of financials of the firm; (h) Sub-Adviser hires or terminates any key personnel that perform a material role in the investment decision making process of Sub-Adviser; (i) Sub-Adviser hires or terminates any personnel that perform a material role in the financials or reporting of financial information of Sub-Adviser; (j) If there is a material change in any of the roles or responsibilities of any key personnel that perform a material role in the investment decision making process of Sub-Adviser; or (k) If there is a material change in any of the roles or responsibilities of any key personnel that perform a material role in the financials or reporting of financials of Sub-Adviser.

To Manager. Sub-Adviser promptly, within two (2) business days, shall notify Manager in writing of the occurrence of any of the following events: (a) Sub-Adviser shall fail to be registered as an investment adviser under the Advisers Act with the SEC; (b) Sub-Adviser shall fail to comply or maintain any state or federal registration requirements for all governing entities, as well as SROs, that Sub-Adviser (whether through its own business or through activities that relate to the Fund) is subject to; (c) Sub-Adviser or any personnel shall have been served or otherwise have reason to believe that service is imminent of any action, suit, proceeding, formal inquiry or formal investigation, at law or in equity, before or by any court, public board or body, in each case, involving the affairs of the Fund; (d) Sub-Adviser or any personnel are required to answer affirmatively any of the disciplinary questions found in Form ADV or on the Form U-4; (e) The departure of, or transfer of controlling interest in Sub-Adviser by, any key personnel responsible for the day to day management of the Fund or other key personnelany material change to the ownership structure of the Sub-Advisor or any controlling entity thereof; (f) Any other occurrence that reasonably could have a material adverse impact on the ability of Sub-Adviser to provide the services provided for under this Agreement; or . Sub-Adviser promptly, within thirty (30) days, shall notify Manager in writing of the occurrence of any of the following events: (g) Sub-Adviser changes its auditor, accountant, bookkeeper, counsel, or any other third party service provider that participates in a material role in the financials or reporting of financials of the firm; (h) Sub-Adviser hires or terminates any key personnel that perform a material role in the investment decision making process of Sub-Adviser; (i) Sub-Adviser hires or terminates any personnel that perform a material role in the financials or reporting of financial information of Sub-Adviser; (j) If there is a material change in any of the roles or responsibilities of any key personnel that perform a material role in the investment decision making process of Sub-Adviser; or (k) If there is a material change in any of the roles or responsibilities of any key personnel that perform a material role in the financials or reporting of financials of Sub-Adviser.