Common use of Appointment of the Manager Clause in Contracts

Appointment of the Manager. A. The Trust hereby designates, appoints, engages and retains the Manager as investment manager of the Account. B. The Manager hereby accepts appointment as investment manager to manage the Account. The Manager hereby represents and warrants that it is a qualified investment advisor under the Investment Advisors Act of 1940, as amended. The Manager agrees that, although it may not be subject to the provisions of Title 1 of the Employee Retirement Income Security Act of 1974, and amended ("ERISA"), in carrying out its duties and responsibilities under this Agreement, it will conduct itself as an investment manager (as defined in Section 3(38) of ERISA), and it will act in accordance with the requirements of Part 4 of ERISA as applicable to fiduciaries (as defined in Section 3(21) of ERISA). Notwithstanding anything contained herein to the contrary, references to ERISA in this Agreement will be deemed to contemplate all judicial or administrative interpretations and all statutory and administrative exemptions which would be applicable in the circumstances and to the parties in question were this Agreement and the Manager subject to ERISA. C. The Manager will also perform such services as may be requested from time to time by the Trust relating to the allocation of a Plan's assets between equities and fixed income obligations and within specified investment funds of the Trust, at no additional charge to the Trust. D. Notwithstanding the foregoing, the Manager may, from time to time subject to the approval of the Trust's Board of Trustees (the "Trustees"), the provisions of this Agreement and the Act and any exemptions thereto, retain a person or persons (a "Sub-Advisor") to provide investment management services to one or more of the Investment Funds. The Sub-Advisor shall agree to comply with all provisions applicable to the Manager hereunder. If the Manager retains a Sub-Advisor, the Trust will have no responsibility to compensate the Sub-Advisor, any such compensation to be paid by the Manager from the amount paid to it pursuant to Section 5 of the Agreement. E. This Agreement is effective on the date hereof. This Agreement will remain in full force and effect with respect to an Investment Fund for a period of more than two years from its initial effective date and thereafter only so long as its continuance is specifically approved in the manner required by the Act.

Appointment of the Manager. A. The Trust hereby designates, appoints, engages and retains the Manager as investment manager of the Account. B. The Manager hereby accepts appointment as investment manager to manage the Account. The Manager hereby represents and warrants that it is a qualified investment advisor under the Investment Advisors Act of 1940, as amended. The Manager agrees that, although it may not be subject to the provisions of Title 1 of the Employee Retirement Income Security Act of 1974, and amended ("ERISA"), in carrying out its duties and responsibilities under this Agreement, it will conduct itself as an investment manager (as defined in Section 3(38) of ERISA), and it will act in accordance with the requirements of Part 4 of ERISA as applicable to fiduciaries (as defined in Section 3(21) of ERISA). Notwithstanding anything contained herein to the contrary, references to ERISA in this Agreement will be deemed to contemplate all judicial or administrative interpretations and all statutory and administrative exemptions which would be applicable in the circumstances and to the parties in question were this Agreement and the Manager subject to ERISA. C. The Manager will also perform such services as may be requested from time to time by the Trust relating to the allocation of a Plan's assets between equities and fixed income obligations incomeobligations and within specified investment funds of the Trust, at no additional charge to the Trust. D. Notwithstanding the foregoing, the Manager may, from time to time subject to the approval of the Trust's Board of Trustees (the "Trustees"), the provisions of this Agreement ) and the Act and any exemptions theretoUnitholders, retain a person or persons (a "Sub-Advisor") to provide investment management services to one or more of the Investment Funds. The Sub-Advisor shall agree to comply with all provisions applicable to the Manager hereunder. If the Manager retains a Sub-Advisor, the Trust will have no responsibility to compensate the Sub-Advisor, any such compensation to be paid by the Manager from the amount paid to it pursuant to Section 5 of the Agreement. E. This Agreement is effective on the date hereof. This Agreement will remain in full force and effect until February 8, 2001, unless terminated earlier in accordance with respect to an Investment Fund for a period of more than two years from its initial effective date terms, and thereafter only so long as its from year to year provided that such continuance is specifically approved in the manner required by the Act.

Appointment of the Manager. A. The Trust hereby designates, appoints, engages and retains the Manager as investment manager of the Account. B. The Manager hereby accepts appointment as investment manager to manage the Account. The Manager hereby represents and warrants that it is a qualified investment advisor under the Investment Advisors Act of 1940, as amended. The Manager agrees that, although it may not be subject to the provisions of Title 1 of the Employee Retirement Income Security Act of 1974, and amended ("ERISA"), in carrying out its duties and responsibilities under this AgreementAgreement , it will conduct itself as an investment manager (as defined in Section 3(38) of ERISA), and it will act in accordance with the requirements of Part 4 of ERISA as applicable to fiduciaries (as defined in Section 3(21) of ERISA). Notwithstanding anything contained herein to the contrary, references to ERISA in this Agreement will be deemed to contemplate all judicial or administrative interpretations and all statutory and administrative exemptions which would be applicable in the circumstances and to the parties in question were this Agreement and the Manager subject to ERISA. C. The Manager will also perform such services as may be requested from time to time by the Trust relating to the allocation of a Plan's assets between equities and fixed income obligations and within specified investment funds of the Trust, at no additional charge to the Trust. D. Notwithstanding the foregoing, the Manager may, from time to time subject to the approval of the Trust's Board of Trustees (the "Trustees"), the provisions of this Agreement ) and the Act and any exemptions theretoUnitholders, retain a person or persons (a "Sub-Advisor") to provide investment management services to one or more of the Investment Funds. The Sub-Advisor shall agree to comply with all provisions applicable to the Manager hereunder. If the Manager retains a Sub-Advisor, the Trust will have no responsibility to compensate the Sub-Advisor, any such compensation to be paid by the Manager from the amount paid to it pursuant to Section 5 of the Agreement. E. This Agreement is effective on the date hereof. This Agreement will remain in full force and effect with respect to an Investment Fund for a period of more than two years from its initial effective date and thereafter only so long as its continuance is specifically approved in the manner required by the Act.

Appointment of the Manager. A. The Trust hereby designates, appoints, engages and retains the Manager as investment manager of the Account. B. The Manager hereby accepts appointment as investment manager to manage the Account. The Manager hereby represents and warrants that it is a qualified investment advisor adviser under the Investment Advisors Advisers Act of 1940, as amended. The Manager agrees that, although it may not be subject to the provisions of Title 1 of the Employee Retirement Income Security Act of 1974, and amended ("ERISA"), in carrying out its duties and responsibilities under this AgreementAgreement , it will conduct itself as an investment manager (as defined in Section 3(38) of ERISA), and it will act in accordance with the requirements of Part 4 of ERISA as applicable to fiduciaries (as defined in Section 3(21) of ERISA). Notwithstanding anything contained herein to the contrary, references to ERISA in this Agreement will be deemed to contemplate all judicial or administrative interpretations and all statutory and administrative exemptions which would be applicable in the circumstances and to the parties in question were this Agreement and the Manager subject to ERISA. C. The Manager will also perform such services as may be requested from time to time by the Trust relating to the allocation of a Plan's assets between equities and fixed income obligations and within specified investment funds of the Trust, at no additional charge to the Trust. D. Notwithstanding the foregoing, the Manager may, from time to time subject to the approval of the Trust's Board of Trustees (the "Trustees"), the provisions of this Agreement ) and the Act and any exemptions theretoUnitholders, retain a person or persons (a "Sub-AdvisorAdviser") to provide investment management services to one or more of the Investment Funds. The Sub-Advisor Adviser shall agree to comply with all provisions applicable to the Manager hereunder. If the Manager retains a Sub-AdvisorAdviser, the Trust will have no responsibility to compensate the Sub-AdvisorAdviser, any such compensation to be paid by the Manager from the amount paid to it pursuant to Section 5 of the Agreement. E. This Agreement is effective on the date hereof. This Agreement will remain in full force and effect until July 29, 1999, unless terminated earlier in accordance with respect to an Investment Fund for a period of more than two years from its initial effective date terms, and thereafter only so long as its from year to year provided that such continuance is specifically approved in the manner required by the Act.

Appointment of the Manager. A. The Trust hereby designates, appoints, engages and retains the Manager as investment manager of the assets comprising the Investment Fund of the Trust referred to on Schedule A hereto ("Investment Fund"). The portion thereof to be managed by the Manager ("Account") shall be designated by the Trust. B. The Trust represents and warrants that it has the authority to enter into this Investment Management Agreement with the Manager pursuant to a vote, cast at a meeting called for the purpose of voting on such approval, of a majority of the Trustees of the Trust who are not parties to this Agreement or interested persons of any such party and the provisions of Rule 15a-4 under the Act. Continuation of this Agreement for a period after January 23, 2004 requires a vote of the majority of the outstanding shares (as defined in the Act) of the Investment Fund. C. The Manager hereby accepts appointment as investment manager to manage the assets of the Account. The Manager hereby represents and warrants that it is a qualified investment advisor under the Investment Advisors Act of 1940manager, as amendeddefined in Section 3(38) of ERISA, without regard to subpart (c) of said Section. The Manager agrees that, that although it may not be subject to the provisions of Title 1 I of the Employee Retirement Income Security Act of 1974, and amended ("ERISA"), ERISA in carrying out its duties and responsibilities under this Agreement, it will conduct itself as an investment manager (as defined in Section 3(38) of ERISA), and it will shall act in accordance with the requirements of Part 4 of ERISA as applicable to fiduciaries (as defined in Section 3(21) of under ERISA). Notwithstanding anything contained herein to the contrary, references to ERISA in this Agreement will shall be deemed to contemplate all judicial or administrative interpretations and all statutory and administrative exemptions which would be applicable in the circumstances and to the parties in question were this Agreement and the Manager subject to ERISA. C. D. The Manager will also perform such services as may be requested from time to time by the Trust relating to the allocation of a Plan's assets between equities and fixed income obligations and within specified investment funds of the Trust, at no additional charge to the Trust. D. Notwithstanding the foregoing, the Manager may, from time to time subject to the approval of the Trust's Board of Trustees (the "Trustees"), the provisions term of this Agreement and the Act and any exemptions thereto, retain a person or persons (a "Sub-Advisor") to provide investment management services to one or more of the Investment Funds. The Sub-Advisor shall agree to comply with all provisions applicable to the Manager hereunder. If the Manager retains a Sub-Advisor, the Trust will have no responsibility to compensate the Sub-Advisor, any such compensation to be paid by the Manager from the amount paid to it pursuant to Section 5 of the Agreement. E. This Agreement is effective commence on the date hereof. This Agreement will hereof and shall remain in full force and effect with respect to an for a period of 150 days, and, provided that approval by a vote of the majority of the outstanding shares (as defined in the Act) of the Investment Fund is obtained within such 150 day period, shall continue thereafter for a period of more than two years from its initial effective the date hereof and thereafter only so long as its from year to year provided that such continuance is specifically approved in the manner required by the Act. E. In the event the Trust engages an investment adviser to act as adviser to the Investment Fund, then the Manager shall be deemed to be acting as a sub-adviser under this Agreement and the investment adviser shall perform supervisory services pertaining to the ongoing oversight and management of said Manager deemed to be acting as a sub-adviser ("Sub-Adviser"). Supervisory services by the investment manager under its adviser agreement with the Trust shall include supervising compliance by the Sub-Adviser with the Act; monitoring and reviewing the performance of the Sub-Adviser; analyzing the composition of the Sub-Adviser's portfolio; preparing reports relating to such supervisory activities for the Trustees; recommending increasing or decreasing the amount of assets in the Account; recommending the continuation and replacement of the Sub-Adviser; and, at the request of the Trustees, conducting searches for a replacement for the sub-adviser.

Appointment of the Manager. A. The Trust hereby designates, appoints, engages and retains the Manager as investment manager of the Account. B. The Manager hereby accepts appointment as investment manager to manage the Account. The Manager hereby represents and warrants that it is a qualified investment advisor under the Investment Advisors Act of 1940, as amended. The Manager agrees that, although it may not be subject to the provisions of Title 1 of the Employee Retirement Income Security Act of 1974, and amended ("ERISA"), in carrying out its duties and responsibilities under this AgreementAgreement , it will conduct itself as an investment manager (as defined in Section 3(38) of ERISA), and it will act in accordance with the requirements of Part 4 of ERISA as applicable to fiduciaries (as defined in Section 3(21) of ERISA). Notwithstanding anything contained herein to the contrary, references to ERISA in this Agreement will be deemed to contemplate all judicial or administrative interpretations and all statutory and administrative exemptions which would be applicable in the circumstances and to the parties in question were this Agreement and the Manager subject to ERISA. C. The Manager will also perform such services as may be requested from time to time by the Trust relating to the allocation of a Plan's assets between equities and fixed income obligations and within specified investment funds of the Trust, at no additional charge to the Trust. D. Notwithstanding the foregoing, the Manager may, from time to time subject to the approval of the Trust's Board of Trustees (the "Trustees"), the provisions of this Agreement ) and the Act and any exemptions theretoUnitholders, retain a person or persons (a "Sub-Advisor") to provide investment management services to one or more of the Investment Funds. The Sub-Advisor shall agree to comply with all provisions applicable to the Manager hereunder. If the Manager retains a Sub-Advisor, the Trust will have no responsibility to compensate the Sub-Advisor, any such compensation to be paid by the Manager from the amount paid to it pursuant to Section 5 of the Agreement. E. This Agreement is effective on the date hereof. This Agreement will remain in full force and effect with respect to an Investment Fund for a period of more than two years from its initial effective date and thereafter only so long as its continuance is specifically approved at least annually in the manner required by the Act.