DUTIES AND REPRESENTATIONS OF THE TRUST Sample Clauses
DUTIES AND REPRESENTATIONS OF THE TRUST. (a) The Trust shall furnish to NLD copies of all financial statements and other documents to be delivered to shareholders or investors at least two (2) Fund Business Days prior to such delivery and shall furnish NLD copies of all other financial statements, documents and other papers or information which NLD may reasonably request for use in connection with the distribution of Shares. The Trust shall make available to NLD the number of copies of the Funds’ Prospectuses as NLD shall reasonably request.
(b) The Trust shall take, from time to time, subject to the approval of the Board and any required approval of the shareholders of the Funds, all actions necessary to fix the number of authorized Shares (if such number is not unlimited) and to register the Shares under the Securities Act, to the end that there will be available for sale the number of Shares as reasonably may be expected to be sold pursuant to this Agreement.
(c) The Trust will execute any and all documents, furnish any and all information and otherwise take all actions that may be reasonably necessary to register or qualify Shares for sale in such states as NLD may designate to the Funds and the Funds may approve, and the Funds shall pay all fees and other expenses incurred in connection with such registration or qualification; provided that NLD shall not be required to register as a broker-dealer or file a consent to service of process in any State and the Funds shall not be required to qualify as a foreign corporation, Fund or association in any State. Any registration or qualification may be withheld, terminated or withdrawn by the Funds at any time in its discretion. NLD shall furnish such information and other material relating to its affairs and activities as the Funds require in connection with such registration or qualification.
(d) The Trust represents and warrants to NLD that:
(i) It is a business trust duly organized and existing and in good standing under the laws of the state of Delaware;
(ii) It is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement;
(iii) All proceedings required by the Organizational Documents have been taken to authorize it to enter into and perform its duties under this Agreement;
(iv) It is an open-end management investment company registered with the SEC under the 1940 Act;
(v) All Shares, when issued, shall be validly issued, fully paid and non-assessable;
(vi) This Agreement, when executed and deli...
DUTIES AND REPRESENTATIONS OF THE TRUST. (a) The Trust represents that it is registered as an open-end management investment company under the 1940 Act and agrees that it will act in material conformity with its Declaration of Trust, By-Laws, its Registration Statement as may be amended from time to time and resolutions and other instructions of its Board. The Trust agrees to comply in all material respects with the 1933 Act, the 1940 Act, and all other applicable federal and state laws and regulations.
(b) The Trust shall take or cause to be taken all necessary action to register Shares of the Funds under the 1933 Act and to maintain an effective Registration Statement for such Shares in order to permit the sale of Shares as herein contemplated. The Trust authorizes the Distributor to use the Prospectus, in the form furnished to the Distributor from time to time, in connection with the sale of Shares.
(c) The Trust shall have the right to suspend the sale of Shares of any Fund at any time in response to conditions in the securities markets or otherwise, and to suspend the redemption of Shares of any Fund at any time permitted by the 1940 Act or the rules of the Securities and Exchange Commission ("SEC"). The Trust shall advise the Distributor promptly of any such determination.
(d) The Trust agrees to advise the Distributor promptly in writing:
(i) of any correspondence or other communication by the SEC or its staff relating to the Funds, including requests by the SEC for amendments to the Registration Statement or Prospectus;
(ii) in the event of the issuance by the SEC of any stop-order suspending the effectiveness of the Registration Statement then in effect or the initiation of any proceeding for that purpose;
(iii) of the happening of any event which makes untrue any statement of a material fact made in the Prospectus or which requires the making of a change in such Prospectus in order to make the statements therein not misleading; and
(iv) of all actions taken by the SEC with respect to any amendments to any Registration Statement or Prospectus which may from time to time be filed with the SEC.
(e) The Trust shall file such reports and other documents as may be required under applicable federal and state laws and regulations. The Trust shall notify the Distributor in writing of the states in which the Shares may be sold and shall notify the Distributor in writing of any changes to such information.
(f) The Trust agrees to file from time to time such amendments to its Registration Statement...
DUTIES AND REPRESENTATIONS OF THE TRUST. (a) The Trust will execute any and all documents, furnish any and all information and otherwise take any and all actions that may be reasonably necessary to register or qualify Units for sale in such states as EGD may designate, and the Trust shall pay all fees and other expenses incurred in connection with such registration or qualification.
(b) The Trust agrees to cooperate with EGD and provide reports as necessary to maintain appropriate licensing and qualifications for the registered representatives of EGD or any Selling Broker and to report to EGD any complaints, arbitrations, litigation or any other material matter that may affect a registered representative’s registration status.
(c) EGD may rely on and will be held harmless from relying on written instructions it receives from the Trustee in connection with the distributions contemplated by this Agreement.
(d) The Trust represents and warrants to EGD that:
(i) It is a statutory trust duly organized and existing and in good standing under the laws of the State of New York;
(ii) It is empowered under applicable laws and by the Trust Agreement to enter into and perform this Agreement;
(iii) All Units, when issued, shall be validly issued, fully paid and non-assessable;
(iv) This Agreement, when executed and delivered, will constitute a legal, valid and binding obligation of the Trust, enforceable against the Trust in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties;
(v) The performance by the Trust of its obligations hereunder does not and will not contravene any provision of the Trust’s Agreement and Prospectus.
(vi) The Registration Statement is currently effective with respect to the Units; and
(vii) All Units are properly registered in the states as required by applicable state laws;
DUTIES AND REPRESENTATIONS OF THE TRUST. (a) The Trust shall furnish to Forum copies of all information, financial statements and other papers which Forum may reasonably request for use in connection with the distribution of Shares of the Funds, including, upon request by Forum, one certified copy of all financial statements prepared for the Funds by independent public accountants. The Trust shall make available to Forum such number of copies of the Funds' Prospectuses and SAIs as Forum shall reasonably request.
(b) The Trust shall take, from time to time, subject to the approval of its Trustees and any required approval of its shareholders, all action necessary to fix the number of authorized shares of the Funds (if such number is not limited) and to register the Shares under the Securities Act, to the end that there will be available for sale such number of Shares as Forum reasonably may be expected to sell.
(c) The Trust and Forum will cooperate with each other in taking such action as may be necessary to qualify Shares for sale under the securities laws of such states and other jurisdictions as the Trust may designate; provided that Forum shall not be required to register as a broker-dealer or file a consent to service of process in such states. Any such qualification may be withheld, terminated or withdrawn by the Trust at any time in its discretion. Forum shall furnish such information and other material relating to its affairs and activities as may be required by the Trust in connection with such
DUTIES AND REPRESENTATIONS OF THE TRUST. 3.1 The Trust represents that it is registered as an open-end management investment company under the Act and that it has and will continue to act in conformity with its Declaration of Trust, By-Laws, its registration statement as may be amended from time to time and resolutions and other instructions of its Board of Trustees and has and will continue to comply with all applicable laws, rules and regulations including without limitation the 1933 Act, the 1934 Act, the Act, the laws of the states in which shares of the Funds are offered and sold, and the rules and regulations thereunder.
3.2 The Trust shall take all necessary action to register and maintain the registration of the Shares under the 1933 Act for sale as herein contemplated and shall pay or cause to be paid all costs and expenses in connection with the registration of Shares under the 1933 Act, and
DUTIES AND REPRESENTATIONS OF THE TRUST. (a) The Trust represent that it is duly organized and in good standing under the law of its jurisdiction of organization and registered as an open-end management investment company under the 1940 Act. The Trust agrees that it will act in material conformity with its Declaration of Trust, By-Laws, its Registration Statement as may be amended from time to time and resolutions and other instructions of its Board. The Trust agrees to comply in all material respects with the 1933 Act, the 1940 Act, and all other applicable federal and state laws and regulations. The Trust represents and warrants that this Agreement has been duly authorized by all necessary action by the Trust under the 1940 Act, state law and the Trust’s Declaration of Trust and By-Laws.
(b) The Trust agrees to advise Quasar promptly in writing:
(i) of any correspondence or other communication by the SEC or its staff relating to the Fund, including requests by the SEC for amendments to the Registration Statement or Prospectus;
(ii) in the event of the issuance by the SEC of any stop-order suspending the effectiveness of the Registration Statement then in effect or the initiation of any proceeding for that purpose;
(iii) of the happening of any event which makes untrue any statement of a material fact made in the Prospectus or which requires the making of a change in such Prospectus in order to make the statements therein not misleading; and
(iv) of all actions taken by the SEC with respect to any amendments to any Registration Statement or Prospectus, which may from time to time be filed with the SEC.