Notices to Clients. Within 10 Business Days following the date of this Agreement, Company shall send a notice: (i) in the form of Exhibit B to those Clients (except sponsors of wrap programs) whose Investment Advisory Contracts require written consent to be assigned; (ii) in the form of Exhibit C to those Clients (except sponsors of wrap programs) whose Investment Advisory Contracts require consent, but not written consent, to be assigned, (“Implied Consent Clients”); and (iii) in the form of Exhibit D to those Clients which are sponsors of wrap programs (which, among other things reflected in Exhibit D, shall request each wrap sponsor’s consent and, unless Company will be requesting such Consent as contemplated in Exhibit D, request that the wrap sponsor’s notify and, to the extent necessary under Applicable Law or required by the sponsors, obtain the Consent of, the Clients whose accounts are advised or subadvised by Company through the wrap program). With respect to any Client obtained between the date hereof and the Closing Date, Company shall obtain such Client’s Consent, either in writing or, if an implied Consent complying with this Agreement is sent at least forty-five (45) days prior to the Closing, with a follow-up letter sent at least twenty (20) days prior to the Closing, by implied Consent, to the assignment of the Investment Advisory Contract between Company and the Client.
Appears in 2 contracts
Sources: Sale and Purchase Agreement (Titanium Asset Management Corp), Sale and Purchase Agreement (Titanium Asset Management Corp)