Covenants of the Adviser. The Adviser covenants that it is registered as an investment adviser under the Advisers Act. The Adviser agrees that its activities will at all times be in compliance in all material respects with all applicable federal and state laws governing its operations and investments.
Covenants of the Adviser. The Adviser agrees that it will not deal with itself, or with the Trustees of the Trust or the Trust's distributor, if any, as principals in making purchases or sales of securities or other property for the account of the Fund, except as permitted by the Investment Company Act of 1940 and the Rules, Regulations or orders thereunder, will not take a long or short position in the shares of the Fund except as permitted by the Declaration, and will comply with all other provisions of the Declaration and the By-Laws and the then-current Prospectus and Statement of Additional Information of the Fund relative to the Adviser and its Directors and officers.
Covenants of the Adviser. The Adviser agrees that it will not deal with itself, or with the Trustees of the Trust or the Trust’s distributor, if any, as principals in making purchases or sales of securities or other property for the account of a Fund, except as permitted by the Investment Company Act of 1940 and any rules, regulations or orders of the Securities and Exchange Commission thereunder, will not take a long or short position in the shares of a Fund except as permitted by the applicable law, and will comply with all other provisions of the Declaration and the By-Laws and the then-current Prospectus and Statement of Additional Information of a Fund relative to the Adviser and its directors and officers.
Covenants of the Adviser. In connection with purchases or sales of portfolio securities for the account of the Fund, neither the Adviser nor any officer, director, or employee of the Adviser shall act as a principal. The Adviser covenants that it and its employees will comply with investment restrictions of the Fund's Bylaws applicable to them. If the Adviser or any of its affiliates give any advice to clients concerning the shares of the Fund, it will act solely as investment counsel for the clients and not on behalf of the Fund.
Covenants of the Adviser. The Adviser agrees that it will remain registered as an investment adviser under the Advisers Act so long as the Company maintains its election to be regulated as a BDC under the Investment Company Act. The Adviser agrees that its activities will at all times be in compliance in all material respects with all applicable federal and state laws governing its operations and investments.
Covenants of the Adviser. The Adviser agrees that it will not deal with itself, or with the Trustees of the Trust or the Trust's distributor as principals in making purchases or sales of securities or other property for the account of the Fund, except as permitted by the 1940 Act, will not take a long or short position in the shares of the Fund, except as provided by the Declaration, and will comply with all other provisions of the Declaration and By-Laws relative to the Adviser and its Directors and officers.
Covenants of the Adviser. The Adviser agrees that its activities will at all times be in compliance in all material respects with all applicable federal and state laws governing its operations and investments.
Covenants of the Adviser. The Adviser agrees with respect to the services provided to the Adviser hereunder that the Adviser will conform with the applicable Rules and Regulations of the Securities and Exchange Commission.
Covenants of the Adviser. (1) The Adviser will promptly notify the Fund in writing of the occurrence of any event which could have a material impact on the performance of its obligations pursuant to this Contract, including without limitation:
(i) the occurrence of any event which could disqualify the Adviser from serving as an investment adviser of a registered investment company pursuant to Section 9(a) of the 1940 Act or otherwise;
(ii) any material change in the Adviser's overall business activities that may have a material adverse effect on the Adviser's ability to perform under its obligations under this Contract;
(iii) any event that would constitute a change in control of the Adviser;
(iv) any change in the portfolio manager(s) of the Portfolio;
(v) any proposed change or change in the representations made by the Adviser concerning the nature of the Adviser's business plan; and
(vi) the existence of any pending or threatened audit, investigation, complaint, examination or other inquiry (other than routine regulatory examinations or inspections) relating to the Portfolio conducted by any state or federal governmental regulatory authority.
(2) The Adviser agrees that it will promptly supply the Fund with copies of any material changes to any of the documents provided by the Adviser pursuant to Section 6(b).
Covenants of the Adviser. The Adviser hereby covenants and agrees that through the Termination Date and so long as a drawing is available under the Financial Warranty:
(a) it shall not amend, supplement, modify, terminate, or agree to any waiver of any rights with respect to, any of the Transaction Documents (other than amendments to the Prospectus pursuant to Rules 485(b) or 497 under the Securities Act that do not relate to portfolio investments), without the prior written consent of the Warranty Provider; provided, that (i) such consent shall not be withheld if any such amendment, supplement, modification, termination or agreement does not increase the Warranty Provider's liabilities or risks or decrease the Warranty Provider's economic bargain under this Agreement and the Financial Warranty and (ii) such consent shall be given in a reasonable period of time, taking into consideration among other things filing deadlines, if any;
(b) other than in connection with the reinvestment of dividends or other distributions or the transfer of Shares that does not result in an increase in the Shares that are issued and outstanding, it shall not allow the offering or sale of the Shares of the Fund after the Offering Period but prior to the Maturity Date;
(c) it shall notify the Warranty Provider promptly of (i) any request by the Commission for an amendment to the Registration Statement with respect to any Class of Shares of the Fund or a supplement to the Prospectus with respect to any Class of Shares of the Fund, (ii) the issuance by the Commission of any stop-order suspending the effectiveness of the Registration Statement with respect to any Class of Shares of the Fund or the initiation or threat of any such stop-order proceeding, or (iii) receipt by the Fund of a notice from or order of the Commission pursuant to Section 8(e) of the Investment Company Act with respect to any Registration Statement with respect to the Fund;
(d) it shall provide to the Warranty Provider such additional information with respect to the Fund as the Warranty Provider may from time to time reasonably request;
(e) prior to or simultaneously upon filing with the Commission any amendment to the Registration Statement with respect to any Class of Shares of the Fund or supplement to the Prospectus with respect to any Class of Shares of the Fund, it shall furnish a copy thereof to the Warranty Provider; provided, however, that the Adviser shall obtain the prior written consent of the Warranty Provider before filing...
