Common use of Adviser Responsibility Clause in Contracts

Adviser Responsibility. Adviser will provide Sub-Adviser with copies of the Fund’s Articles of Incorporation, By-laws, prospectus, and Statement of Additional Information and any amendment thereto, and any objectives, policies or limitations not appearing therein as they may be relevant to Sub-Adviser’s performance under this Agreement; provided, however, that no changes or modifications to the foregoing shall be binding on Sub-Adviser until it is notified thereof. Adviser acknowledges that DOUBLELINE® is a registered trademark of the Sub-Adviser and agrees that the DOUBLELINE® service mxxx shall be displayed within any materials in which the DoubleLine name is used, with such service mxxx to be displayed in connection with the first reference to “DoubleLine Capital LP” in such materials. The phrase “DoubleLine® is a registered trademark of DoubleLine Capital LP.” shall be included the first time that “DoubleLine Capital LP” is referenced in such materials. Any use of the DOUBLELINE name without such references shall require written permission from the Sub-Adviser. Notwithstanding anything to the contrary, Sub-Adviser grants to Fund and Adviser a royalty-free non-exclusive license during the term of this Agreement to use Sub-Adviser’s name, logo(s), service and trademarks (each a “Sub-Adviser Reference”) in connection with Sub-Adviser’s provision of the services to the Adviser and the Fund as provided in this Agreement and to refer to such services in any disclosure documents or other filings with respect to the Fund or Adviser. Each initial use of any Sub-Adviser Reference shall be subject to the Sub-Adviser’s approval, which shall not be unreasonably withheld; provided that once language including one or more Sub-Adviser References is approved, the Fund and Adviser may continue to use such language containing the Sub-Adviser Reference(s) as long as neither the language nor the context of such are not materially changed.

Adviser Responsibility. Adviser will provide Sub-Adviser with copies of the Fund’s Articles of Incorporation, By-laws, prospectus, and Statement of Additional Information and any amendment thereto, and any objectives, policies or limitations not appearing therein as they may be relevant to Sub-Adviser’s performance under this AgreementAgreement as soon as practicable; provided, however, that no changes or modifications to the foregoing shall be binding on Sub-Adviser until it is notified thereofthereof and given a reasonable period to comply. The Adviser acknowledges that DOUBLELINE® is further agrees to provide a registered trademark list of entities with which the Sub-Adviser is restricted from engaging in transactions on behalf of the Fund Portfolio as such list may be amended from time to time, including, without limitation, a list of all publicly traded affiliates of the Adviser or the Fund Portfolio that may not be purchased by the Fund Portfolio (such list shall include security name, cusip number, sedol and/or applicable ticker) and agrees a list of brokers or dealers that are affiliated persons of the DOUBLELINE® service mxxx shall be displayed within any materials in which Adviser or the DoubleLine name is used, with such service mxxx to be displayed in connection with the first reference to “DoubleLine Capital LP” in such materialsFund Portfolio. The phrase “DoubleLine® is a registered trademark of DoubleLine Capital LP.” shall be included the first time Adviser acknowledges that “DoubleLine Capital LP” is referenced in such materials. Any use of the DOUBLELINE name without such references shall require written permission from the Sub-AdviserAdviser is not the compliance agent for the Fund or the Fund Portfolio or the Portfolio Segment or the Adviser and does not have access to all of the Fund's or the Fund Portfolio's books and records necessary to perform certain compliance testing. Notwithstanding anything to To the contrary, extent that the Sub-Adviser grants has agreed to Fund and Adviser a royalty-free non-exclusive license during perform the term of services specified in this Agreement to use Sub-Adviser’s nameAgreement, logo(s), service and trademarks (each a “the Sub-Adviser Reference”) in connection shall perform such services based upon its books and records with respect to the Portfolio Segment, which comprises a portion of the Fund Portfolio's books and records and upon written instructions and information received from the Fund Portfolio and/or the Adviser, and the Sub-Adviser’s provision Adviser shall be entitled to treat the Portfolio Segment as though the Portfolio Segment constituted the entire Fund Portfolio, and the Sub-Adviser shall not be responsible in any way for the compliance of any assets of the Fund Portfolio, other than the Portfolio Segment. The Sub-Adviser shall not be responsible for providing fund administration services, such as fund accounting and tax services to the Adviser and the Fund as provided in this Agreement and to refer to such services in any disclosure documents or other filings with respect to the Fund Portfolio or Adviserthe Portfolio Segment. Each initial use of any Sub-The Adviser Reference shall be subject to the Sub-Adviser’s approval, which shall not be unreasonably withheld; provided represents and warrants that once language including one or more Sub-Adviser References is approved, the Fund Portfolio is (i) an Eligible Contract Participant as defined by Section 1(a)(18) of the Commodity Exchange Act and U.S. Commodity Futures Trading Commission regulations thereunder; and (ii) is a qualified institutional buyer as that term is defined in Rule 144A under the Securities Act of 1933, as amended, and (iii) is not a "restricted person" under Rule 5130 and Rule 5131 of the Financial Industry Regulatory Authority, Inc. ("FINRA") and thus the Fund is not prohibited from participating in the allocation of initial public offerings of equity securities offered by FINRA members. The Adviser may continue agrees to use such language containing promptly notify the Sub-Adviser Reference(s) as long as neither if any of the language nor the context of such are not materially changedforegoing representations ceases to be true or correct.

Adviser Responsibility. Adviser will provide Sub-Adviser with copies of the Fund’s Articles of Incorporation, By-laws, prospectus, and Statement of Additional Information and any amendment thereto, and any objectives, policies or limitations not appearing therein as they may be relevant to Sub-Adviser’s performance under this Agreement; provided, however, that no changes or modifications to the foregoing shall be binding on Sub-Adviser until it is notified thereof. Adviser acknowledges that DOUBLELINE® is a registered trademark of the Sub-Adviser and agrees that the DOUBLELINE® service mxxx xxxx shall be displayed within any materials in which the DoubleLine name is used, with such service mxxx xxxx to be displayed in connection with the first reference to “DoubleLine Capital LP” in such materials. The phrase “DoubleLine® is a registered trademark of DoubleLine Capital LP.” shall be included the first time that “DoubleLine Capital LP” is referenced in such materials. Any use of the DOUBLELINE name without such references shall require written permission from the Sub-Adviser. Notwithstanding anything to the contrary, Sub-Adviser grants to Fund and Adviser a royalty-free non-exclusive license during the term of this Agreement to use Sub-Adviser’s name, logo(s), service and trademarks (each a “Sub-Adviser Reference”) in connection with Sub-Adviser’s provision of the services to the Adviser and the Fund as provided in this Agreement and to refer to such services in any disclosure documents or other filings with respect to the Fund or Adviser. Each initial use of any Sub-Adviser Reference shall be subject to the Sub-Adviser’s approval, which shall not be unreasonably withheld; provided that once language including one or more Sub-Sub- Adviser References is approved, the Fund and Adviser may continue to use such language containing the Sub-Adviser Reference(s) as long as neither the language nor the context of such are not materially changed.

Adviser Responsibility. Adviser will provide Sub-Adviser with copies of the Fund’s Articles of Incorporation, By-laws, prospectus, and Statement of Additional Information and any amendment thereto, and any objectives, policies or limitations not appearing therein as they may be relevant to Sub-Adviser’s performance under this Agreement; provided, however, that no changes or modifications to the foregoing shall be binding on Sub-Adviser until it is notified thereof. Adviser acknowledges that DOUBLELINE® is a registered trademark of the Sub-Adviser and agrees that the DOUBLELINE® service mxxx xxxx shall be displayed within any materials in which the DoubleLine name is used, with such service mxxx xxxx to be displayed in connection with the first reference to “DoubleLine Capital LP” in such materials. The phrase “DoubleLine® is a registered trademark of DoubleLine Capital LP.” shall be included the first time that “DoubleLine Capital LP” is referenced in such materials. Any use of the DOUBLELINE name without such references shall require written permission from the Sub-Adviser. Notwithstanding anything to the contrary, Sub-Adviser grants to Fund and Adviser a royalty-free non-exclusive license during the term of this Agreement to use Sub-Adviser’s name, logo(s), service and trademarks (each a “Sub-Adviser Reference”) in connection with Sub-Adviser’s provision of the services to the Adviser and the Fund as provided in this Agreement and to refer to such services in any disclosure documents or other filings with respect to the Fund or Adviser. Each initial use of any Sub-Adviser Reference shall be subject to the Sub-Adviser’s approval, which shall not be unreasonably withheld; provided that once language including one or more Sub-Adviser References is approved, the Fund and Adviser may continue to use such language containing the Sub-Adviser Reference(s) as long as neither the language nor the context of such are not materially changed.