Common use of Appointment and Status of Sub-Adviser Clause in Contracts

Appointment and Status of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to provide investment advisory services to the Funds for the period and on the terms set forth in this Agreement. The Sub-Adviser accepts such appointment and agrees to render the services herein set forth, for the compensation herein provided. In connection therewith, the Adviser has delivered or will promptly deliver to the Sub-Adviser copies of (i) the Trust’s Declaration of Trust and By-Laws and any amendments thereto, (ii) the Trust’s Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), or the 1940 Act (the “Registration Statement”), (iii) the current Prospectus and Statement of Additional Information of the Funds (collectively, as currently in effect and as amended or supplemented, the “Prospectus”), and (iv) all procedures adopted by the Trust with respect to the Funds and all written instructions adopted by the Board with respect to the Funds, and shall promptly furnish the Sub-Adviser with all amendments of or supplements to the foregoing. In addition, the Adviser shall deliver to the Sub-Adviser (x) a certified copy of the resolutions of the Board appointing the Sub-Adviser and authorizing the execution and delivery of this Agreement, (y) a copy of all proxy statements and related materials relating to the Funds (if any), and (z) any other documents, materials or information that the Sub-Adviser may reasonably request to enable it to perform its duties pursuant to this Agreement. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor of the Adviser and the Trust and shall, unless otherwise expressly provided herein or authorized by the Adviser or the Board from time to time, have no authority to act for or represent the Adviser or the Trust in any way or otherwise be deemed an agent of the Adviser or the Trust. The Adviser hereby delegates to the Sub-Adviser the authority, as agent and attorney-in-fact for the Trust or Funds, as applicable, for the account of, at the risk of and in the name of the Trust or the Funds, as applicable, to place orders and issue instructions with respect to purchases and sales of securities and other investment assets of the Funds.

Appointment and Status of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to provide investment advisory services to the Funds Fund for the period and on the terms set forth in this Agreement. The Sub-Adviser accepts such appointment and agrees to render the services herein set forth, for the compensation herein provided. In connection therewith, the Adviser has delivered or will promptly deliver to the Sub-Adviser copies of (i) the Trust’s 's Declaration of Trust and By-Laws and any amendments thereto, (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission (“"SEC”") pursuant to the Securities Act of 1933, as amended (the “"Securities Act”"), or the 1940 Act (the “"Registration Statement”"), (iii) the current Prospectus and Statement of Additional Information of the Funds Fund (collectively, as currently in effect and as amended or supplemented, the “"Prospectus”"), and (iv) all procedures adopted by the Trust with respect to the Funds Fund and all written instructions adopted by the Board with respect to the FundsFund, and shall promptly furnish the Sub-Adviser Subadviser with all amendments of or supplements to the foregoing. In addition, the Adviser shall deliver to the Sub-Adviser (x) a certified copy of the resolutions of the Board appointing the Sub-Adviser and authorizing the execution and delivery of this Agreement, (y) a copy of all proxy statements and related materials relating to the Funds Fund (if any), and (z) any other documents, materials or information that the Sub-Adviser may reasonably request to enable it to perform its duties pursuant to this Agreement. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor of the Adviser and the Trust and shall, unless otherwise expressly provided herein or authorized by the Adviser or the Board from time to time, have no authority to act for or represent the Adviser or the Trust in any way or otherwise be deemed an agent of the Adviser or the Trust. The Adviser hereby delegates to the Sub-Adviser the authority, as agent and attorney-in-fact for the Trust or FundsFund, as applicable, for the account of, at the risk of and in the name of the Trust or the FundsFund, as applicable, to place orders and issue instructions with respect to purchases and sales of securities and other investment assets of the FundsFund. Section 2.

Appointment and Status of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to provide investment advisory services to the Funds for the period and on the terms set forth in this Agreement. The Sub-Adviser accepts such appointment and agrees to render the services herein set forth, for the compensation herein provided. In connection therewith, the Adviser has delivered or will promptly deliver to the Sub-Adviser copies of (i) the Trust’s 's Declaration of Trust and By-Laws and any amendments thereto, (ii) the Trust’s 's Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission (“"SEC”") pursuant to the Securities Act of 1933, as amended (the “"Securities Act”"), or the 1940 Act (the “"Registration Statement”"), (iii) the current Prospectus and Statement of Additional Information of the Funds (collectively, as currently in effect and as amended or supplemented, the “"Prospectus”"), and (iv) all procedures adopted by the Trust with respect to the Funds and all written instructions adopted by the Board with respect to the Funds, and shall promptly furnish the Sub-Adviser with all amendments of or supplements to the foregoing. In addition, the Adviser shall deliver to the Sub-Adviser (x) a certified copy of the resolutions of the Board appointing the Sub-Adviser and authorizing the execution and delivery of this Agreement, (y) a copy of all proxy statements and related materials relating to the Funds (if any), and (z) any other documents, materials or information that the Sub-Adviser may reasonably request to enable it to perform its duties pursuant to this Agreement. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor of the Adviser and the Trust and shall, unless otherwise expressly provided herein or authorized by the Adviser or the Board from time to time, have no authority to act for or represent the Adviser or the Trust in any way or otherwise be deemed an agent of the Adviser or the Trust. The Adviser hereby delegates to the Sub-Adviser the authority, as agent and attorney-in-fact for the Trust or Funds, as applicable, for the account of, at the risk of and in the name of the Trust or the Funds, as applicable, to place orders and issue instructions with respect to purchases and sales of securities and other investment assets of the Funds. Section 2.

Appointment and Status of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to provide investment advisory services to the Funds Fund for the period and on the terms set forth in this Agreement. The Sub-Adviser accepts such appointment and agrees to render the services herein set forth, for the compensation herein provided. In connection therewith, the Adviser has delivered or will promptly deliver to the Sub-Adviser copies of (i) the Trust’s Declaration of Trust and By-Laws and any amendments thereto, (ii) the Trust’s Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), or the 1940 Act (the “Registration Statement”), (iii) the current Prospectus and Statement of Additional Information of the Funds Fund (collectively, as currently in effect and as amended or supplementedsupplemented , the “Prospectus”), and (iv) all procedures adopted by the Trust with respect to the Funds Fund and all written instructions adopted by the Board with respect to the FundsFund, and shall promptly furnish the Sub-Sub- Adviser with all amendments of or supplements to the foregoing. In addition, the Adviser shall deliver to the Sub-Adviser (x) a certified copy of the resolutions of the Board appointing the Sub-Sub- Adviser and authorizing the execution and delivery of this Agreement, (y) a copy of all proxy statements and related materials relating to the Funds Fund (if any), and (z) any other documents, materials or information that the Sub-Adviser may reasonably request to enable it to perform its duties pursuant to this Agreement. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor of the Adviser and the Trust and shall, unless otherwise expressly provided herein or authorized by the Adviser or the Board from time to time, have no authority to act for or represent the Adviser or the Trust in any way or otherwise be deemed an agent of the Adviser or the Trust. The Adviser hereby delegates to the Sub-Adviser the authority, as agent and attorney-in-fact for the Trust or FundsFund, as applicable, for the account of, at the risk of and in the name of the Trust or the FundsFund, as applicable, to place orders and issue instructions with respect to purchases and sales of securities and other investment assets of the FundsFund.

Appointment and Status of Sub-Adviser. The Adviser hereby appoints the Sub-Adviser to provide investment advisory services to the Funds Fund for the period and on the terms set forth in this Agreement. The Sub-Adviser accepts such appointment and agrees to render the services herein set forth, for the compensation herein provided. In connection therewith, the Adviser has delivered or will promptly deliver to the Sub-Adviser copies of (i) the Trust’s Declaration of Trust and By-Laws and any amendments thereto, (ii) the Trust’s Registration Statement and all amendments thereto filed with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the “Securities Act”), or the 1940 Act (the “Registration Statement”), (iii) the current Prospectus and Statement of Additional Information of the Funds Fund (collectively, as currently in effect and as amended or supplemented, the “Prospectus”), and (iv) all procedures adopted by the Trust with respect to the Funds Fund and all written instructions adopted by the Board with respect to the FundsFund, and shall promptly furnish the Sub-Adviser with all amendments of or supplements to the foregoing. In addition, the Adviser shall deliver to the Sub-Adviser (x) a certified copy of the resolutions of the Board appointing the Sub-Adviser and authorizing the execution and delivery of this Agreement, (y) a copy of all proxy statements and related materials relating to the Funds Fund (if any), and (z) any other documents, materials or information that the Sub-Adviser may reasonably request to enable it to perform its duties pursuant to this Agreement. The Sub-Adviser shall for all purposes herein be deemed to be an independent contractor of the Adviser and the Trust and shall, unless otherwise expressly provided herein or authorized by the Adviser or the Board from time to time, have no authority to act for or represent the Adviser or the Trust in any way or otherwise be deemed an agent of the Adviser or the Trust. The Adviser hereby delegates to the Sub-Adviser the authority, as agent and attorney-in-fact for the Trust or FundsFund, as applicable, for the account of, at the risk of and in the name of the Trust or the FundsFund, as applicable, to place orders and issue instructions with respect to purchases and sales of securities and other investment assets of the FundsFund.