Common use of Representations and Warranties of Subadviser Clause in Contracts

Representations and Warranties of Subadviser. The Subadviser represents and warrants to the Adviser and the Fund as follows: (a) The Subadviser is registered as an investment adviser under the Advisers Act; (b) The Subadviser is registered as a Commodity Trading Advisor ("CTA") (or is exempt from such registration) under the Commodity Exchange Act (the "CEA") with the Commodity Futures Trading Commission (the "CFTC"); (c) The Subadviser is a corporation duly organized and validly existing under the laws of the Commonwealth of Pennsylvania with the power to own and possess its assets and carry on its business as it is now being conducted; (d) The execution, delivery and performance by the Subadviser of this Agreement are within the Subadviser's powers and have been duly authorized by all necessary action on the part of its Board of Directors or Shareholders and no action by or in respect of, or filing with, any governmental body, agency or official is required on the part of the Subadviser for the execution, delivery and performance by the Subadviser of this Agreement, and the execution, delivery and performance by the Subadviser of this Agreement do not contravene or constitute a default under (i) any provision of applicable law, rule or regulation, (ii) the Subadviser's governing instruments, or (iii) any agreement, judgment, injunction, order, decree or other instrument binding upon the Subadviser; (e) The Form ADV of the Subadviser previously provided to the Adviser (a true copy of which is attached as Exhibit B to this Agreement) is a true and complete copy of the form as currently filed with the SEC and the information contained therein is accurate and complete in all material respects and does not omit to state any material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading. The Subadviser will promptly provide the Adviser and the Trust with a complete copy of all subsequent amendments to its Form ADV.

Representations and Warranties of Subadviser. The Subadviser represents and warrants to the Adviser and the Fund Trust as follows: (a) The Subadviser is registered as an investment adviser under the Advisers Act; (b) The Subadviser is registered as a Commodity Trading Advisor ("CTA") (or is exempt from such registration) under the Commodity Exchange Act Act, as amended (the "“CEA") ”), with the Commodity Futures Trading Commission (the "“CFTC"”), or is not required to file such registration; (c) The Subadviser is a corporation limited partnership duly organized and validly existing properly registered and operating under the laws of the Commonwealth of Pennsylvania with the power to own and possess its assets and carry on its business as it is now being conductedconducted and as proposed to be conducted hereunder; (d) The execution, delivery and performance by the Subadviser of this Agreement are within the Subadviser's ’s powers and have been duly authorized by all necessary action on the part actions of its Board of Directors directors or Shareholders shareholders, and no action by by, or in respect of, or filing with, any governmental body, agency or official is required on the part of the Subadviser for the execution, delivery and performance by the Subadviser of this Agreement, and the execution, delivery and performance by the Subadviser of this Agreement do not contravene or constitute a violation of, or a material default under under, (i) any provision of applicable law, rule or regulation, (ii) the Subadviser's ’s governing instruments, or (iii) any agreement, judgment, injunction, order, decree or other instrument binding upon the Subadviser;; and (e) The Form ADV of the Subadviser previously provided to the Adviser (a true copy of which is attached as Exhibit B to this Agreement) and the Trust is a true and complete copy of the form as currently form, including that part or parts of the Form ADV filed with the SEC SEC, that part or parts maintained in the records of the Adviser, and/or that part or parts provided or offered to clients, in each case as required under the Advisers Act and rules thereunder, and the information contained therein is accurate and complete in all material respects and does not omit to state any material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading. The Subadviser will promptly provide the Adviser and the Trust with a complete copy of all subsequent amendments to its Form ADV.

Representations and Warranties of Subadviser. The Subadviser represents and warrants to the Adviser and the Fund as follows: (a) The Subadviser is registered as an investment adviser under the Advisers Act; (b) The Subadviser is registered as a Commodity Trading Advisor ("CTA") (or is exempt from such registration) under the Commodity Exchange Act (the "CEA") with the Commodity Futures Trading Commission (the "CFTC"), or is not required to file such an exemption; (c) The Subadviser is a corporation limited liability partnership duly organized and validly existing properly registered and operating under the laws of the Commonwealth of Pennsylvania with the power to own and possess its assets and carry on its business as it is now being conducted; (d) The execution, delivery and performance by the Subadviser of this Agreement are within the Subadviser's powers and have been duly authorized by all necessary action on the part of its Board of Directors or Shareholders and no action by or in respect of, or filing with, any governmental body, agency or official is required on the part of the Subadviser for the execution, delivery and performance by the Subadviser of this Agreement, and the execution, delivery and performance by the Subadviser of this Agreement do not contravene or constitute a default under (i) any provision of applicable law, rule or regulation, (ii) the Subadviser's governing instruments, or (iii) any agreement, judgment, injunction, order, decree or other instrument binding upon the Subadviser; (e) The Form ADV of the Subadviser previously provided to the Adviser (a true copy of which is attached as Exhibit B to this Agreement) is a true and complete copy of the form as currently filed with the SEC and the information contained therein is accurate and complete in all material respects and does not omit to state any material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading. The Subadviser will promptly provide the Adviser and the Trust with a complete copy of all subsequent amendments to its Form ADV.