Common use of Use of Sub-Advisor’s Name Clause in Contracts

Use of Sub-Advisor’s Name. During the term of this Agreement, the Advisor agrees to furnish the Sub-Advisor at its principal office all prospectuses, proxy statements, reports to shareholders, sales literature or other materials prepared for distribution to shareholders of the Fund or the public, which refer to the Sub-Advisor in any way and not to use any such items without the Sub-Advisor’s prior written approval. Sales literature may be furnished to the Sub-Advisor hereunder by first-class or overnight mail, facsimile transmission equipment or hand delivery. It is understood that the name “Xxxxxxx Sachs& Co.” or “Xxxxxxx Sachs” or any derivative thereof, and any trademark, trade name, trade device, service xxxx, symbol or logo associated with those names, or any variation of such trademark, trade name, trade device, service xxxx, symbol (collectively, the “Xxxxxxx Xxxxx Marks”) are the valuable property of the Sub-Advisor or its affiliates and that the Trust and/or the Funds have the right to use such Xxxxxxx Sachs Marks in offering materials or promotional or sales-related materials of the Funds only with the prior written approval of the Sub-Advisor, such approval not to be unreasonably withheld and only for so long as the Sub-Advisor is a sub-adviser to the applicable Fund. Notwithstanding the foregoing, the Sub-Advisor’s approval is not required when (i) previously approved materials are re-issued with minor modifications, (ii) the Advisor and Sub-Advisor identify materials which they jointly determine do not require the Sub-Advisor’s approval and (iii) used as required to be disclosed in the registration statement of the Fund. In the event that the Sub-Advisor is no longer the Sub-Advisor to a Fund, or at the earlier request of the Sub-Advisor, the Advisor shall, as soon as is reasonably possible, discontinue all use of the Xxxxxxx Xxxxx Marks with respect to such Fund or as otherwise requested by the Sub-Advisor.

Use of Sub-Advisor’s Name. During the term of this Agreement, the Advisor agrees shall have permission to furnish use the following trademarks relating to the Sub-Advisor at its principal office all prospectusesAdvisor, proxy statementsnamely, reports to shareholdersPYRAMIS, PYRAMIS GLOBAL ADVISORS, and the Pyramis Global Advisors logo (which such logo shall be provided by the Sub-Advisor) (collectively, the “Marks”) in connection with the sales literature or other materials prepared for distribution to shareholders and marketing of the Fund or the public, which refer Fund. Advisor shall provide to the Sub-Advisor in examples of the proposed materials bearing any way and not to use any such items without Marks used as trademarks (collectively, “Materials”) for the Sub-Advisor’s prior review and written approval, which approval shall not be unreasonably withheld, conditioned or delayed. Sales literature may be furnished to the Sub-Advisor hereunder by first-class or overnight mail, facsimile transmission equipment or hand delivery. It is understood that its affiliate(s) shall review the name “Xxxxxxx Sachs& Co.” or “Xxxxxxx Sachs” or proposed use as soon as possible and Advisor’s proposed use of any derivative thereof, and Marks shall be deemed approved if Advisor does not receive any trademark, trade name, trade device, service xxxx, symbol or logo associated with those names, or any variation of such trademark, trade name, trade device, service xxxx, symbol (collectively, response to the “Xxxxxxx Xxxxx Marks”) are the valuable property of contrary from the Sub-Advisor or its affiliates and that the Trust and/or the Funds have the right to use such Xxxxxxx Sachs Marks in offering materials or promotional or sales-related materials of the Funds only with the prior written approval of the within ten (10) business days following Sub-Advisor’s receipt of submitted Materials bearing any Marks. If the Advisor makes any unauthorized use of any Marks, such approval not to be unreasonably withheld and only for so long as the Parties acknowledge that the Sub-Advisor is a suband its affiliates may suffer harm for which monetary damages may be inadequate and Sub-adviser Advisor or its affiliate(s) may be entitled to the seek equitable relief as well as other applicable Fundremedies under this Agreement or at law. Notwithstanding any of the foregoing, the Advisor may use the Sub-Advisor’s approval is not required name, “Pyramis Global Advisors, LLC,” or “Pyramis Global Advisors” in any Materials when (i) previously approved materials are re-issued with minor modifications, (ii) referring to the Advisor and Sub-Advisor identify materials which they jointly determine do in a factual manner without the need to seek the Sub-Advisor’s, or an affiliate’s, written consent. Upon termination or expiration of this Agreement, the Advisor shall immediately cease all use of the Marks. Upon such termination or expiration of this Agreement, Advisor shall either provide to the Sub-Advisor all Materials bearing any Marks or certify as to the destruction of all such Materials. The Parties agree that, in order to streamline the review and approval process for any Materials bearing any Marks used as trademarks, one or more templates for such Materials may be provided to Sub-Advisor for Sub-Advisor’s prior review and approval. Once a template for a particular type of Materials has been approved by Sub-Advisor in accordance with this Agreement (each, an “Approved Template”), all Materials of the same type or class based on the Approved Template shall be considered approved by Sub-Advisor and Advisor shall not require be required to separately submit each example of such Materials to Sub-Advisor for its review or approval, provided, however, that no material change relating to the Sub-Advisor’s approval and (iii) used Marks is made by Advisor as required compared to be disclosed that shown in the registration statement of the Fund. In the event that the Sub-Advisor is no longer the Sub-Advisor to a Fund, or at the earlier request of the Sub-Advisor, the Advisor shall, as soon as is reasonably possible, discontinue all use of the Xxxxxxx Xxxxx Marks with respect to such Fund or as otherwise requested by the Sub-Advisoran Approved Template.

Use of Sub-Advisor’s Name. During The parties agree that the term names of this Agreementthe Sub-Advisor and its affiliates and the Sub-Advisor’s and its affiliates’ logos, trademarks, service marks or trade names and any derivatives of such (altogether “Sub-Advisor Property”) are the valuable property of the Sub-Advisor and its affiliates. Unless otherwise agreed by the parties, the Advisor and the Trust may use Sub-Advisor Property only: (1) to identify Sub-Advisor as the subadvisor to a Fund as required by law or governmental regulations; (2) in marketing materials for a Fund provided that such use is limited to: (a) identifying Sub-Advisor and the services performed for the Fund by the Sub-Advisor; and (b) providing biographical information about the Sub-Advisor that is accurately derived from information provided by or made public by Sub-Advisor or its affiliates. The Advisor agrees to furnish the Sub-Advisor at its principal office all prospectuses, proxy statements, statements and reports to shareholders, sales literature or other materials shareholders prepared for distribution to shareholders of the Fund or the public, which refer to the Sub-Advisor in any way way. Any other use of Sub-Advisor Property must be expressly pre-approved in writing by Sub-Advisor. Upon termination of this Agreement, the Advisor and not the Trust shall forthwith cease to use Sub-Advisor Property, except as may be required by Federal Securities Laws. If the Advisor or the Trust makes any such items without unauthorized use of Sub-Advisor Property, the parties acknowledge that the Sub-Advisor and its affiliates shall suffer irreparable harm for which monetary damages may be inadequate and thus, the Sub-Advisor and its affiliates may seek injunctive relief, as well as any other remedy available under law. During the term of this Agreement, the Advisor shall have permission to use the Sub-Advisor’s prior written approval. Sales literature may be furnished name in the marketing of the Fund, and agrees to furnish the Sub-Advisor at its principal office all prospectuses, proxy statements and reports to shareholders prepared for distribution to shareholders of the Fund or the public, which refer to the Sub-Advisor hereunder by first-class or overnight mail, facsimile transmission equipment or hand delivery. It is understood that the name “Xxxxxxx Sachs& Co.” or “Xxxxxxx Sachs” or in any derivative thereof, and any trademark, trade name, trade device, service xxxx, symbol or logo associated with those names, or any variation of such trademark, trade name, trade device, service xxxx, symbol (collectively, the “Xxxxxxx Xxxxx Marks”) are the valuable property of the Sub-Advisor or its affiliates and that the Trust and/or the Funds have the right to use such Xxxxxxx Sachs Marks in offering materials or promotional or sales-related materials of the Funds only with the prior written approval of the Sub-Advisor, such approval not to be unreasonably withheld and only for so long as the Sub-Advisor is a sub-adviser to the applicable Fund. Notwithstanding the foregoing, the Sub-Advisor’s approval is not required when (i) previously approved materials are re-issued with minor modifications, (ii) the Advisor and Sub-Advisor identify materials which they jointly determine do not require the Sub-Advisor’s approval and (iii) used as required to be disclosed in the registration statement of the Fund. In the event that the Sub-Advisor is no longer the Sub-Advisor to a Fund, or at the earlier request of the Sub-Advisor, the Advisor shall, as soon as is reasonably possible, discontinue all use of the Xxxxxxx Xxxxx Marks with respect to such Fund or as otherwise requested by the Sub-Advisorway.

Use of Sub-Advisor’s Name. During the term of this Agreement, the Advisor shall have permission to use the Sub-Advisor’s name, trademark, service xxxx, logo, insignia or other identifying xxxx of the Sub-Advisor and/or its affiliate(s) (“Sub-Advisor Marks”) during the term of this Agreement solely as incorporated within communications and materials relating to or about the Fund, and agrees to furnish the Sub-Advisor at its principal office all prospectuses, proxy statements, statements and reports to shareholders, sales literature or other materials shareholders prepared for distribution to shareholders of the Fund or the public, which refer to the Sub-Advisor in any way way. Advisor acknowledges and not agrees that each and every use of the Sub-Advisor Marks shall inure to the benefit of Sub-Advisor. The Advisor shall use any such items without the Sub-Advisor Marks only in accordance with the Sub-Advisor’s prior written approvalguidelines (attached as Exhibit C) and applicable law. Sales literature may be furnished to the The Advisor shall not use Sub-Advisor hereunder by first-class Marks or overnight mail, facsimile transmission equipment or hand delivery. It is understood that disclose information related to the name “Xxxxxxx Sachs& Co.” or “Xxxxxxx Sachs” or any derivative thereof, and any trademark, trade name, trade device, service xxxx, symbol or logo associated with those names, or any variation of such trademark, trade name, trade device, service xxxx, symbol (collectively, the “Xxxxxxx Xxxxx Marks”) are the valuable property business of the Sub-Advisor or any of its affiliates and in any prospectus, sales literature or other material relating to the Trust in any manner not approved prior thereto by the Sub-Advisor; provided, however, that the Trust and/or Sub-Advisor hereby approves of all uses of its name which merely refer in accurate terms to the Funds have the right to use such Xxxxxxx Sachs Marks in offering materials or promotional or sales-related materials of the Funds only with the prior written approval appointment of the Sub-Advisor, such approval not to be unreasonably withheld and only for so long as Advisor hereunder or which are required by the SEC or a state securities commission. Materials which have been previously approved in writing by the Sub-Advisor is a sub-adviser or those that only refer to the applicable Fund. Notwithstanding the foregoing, the Sub-Advisor’s approval is not required when (i) previously approved materials are re-issued with minor modifications, (ii) the Advisor and Sub-Advisor identify materials which they jointly determine do not require the Sub-Advisor’s approval and (iii) used as required to be disclosed in the registration statement of the Fund. In the event that name or the Sub-Advisor is no longer Marks are not subject to such prior approval provided the Advisor shall ensure that such materials are consistent with those which were previously approved by the Sub-Advisor and no changes have been made to a Fund, or at the earlier request of the Sub-Advisor, the Advisor shall, as soon as is reasonably possible, discontinue all use of the Xxxxxxx Xxxxx Marks with respect to such Fund or as otherwise requested previously approved by the Sub-Advisor.