Common use of Brokerage and Avoidance of Conflicts of Interest Clause in Contracts

Brokerage and Avoidance of Conflicts of Interest. In connection with purchases or sales of Fund securities for the account of the Funds, neither the Adviser nor any of its trustees, officers or employees will act as a principal or agent or receive any commission with respect to such purchases or sales. The Adviser or its agents shall arrange for the placing of all orders for the purchase and sale of Fund securities for each Fund’s account with brokers or dealers selected by the Adviser or delegate such functions to a sub-adviser. In the selection of such brokers or dealers and the placing of such orders, the Adviser will use its best efforts to seek for the Fund the most favorable execution and net price available and will consider all factors the Adviser deems relevant in making such decisions including, but not limited to, price (including any applicable brokerage commission or dealer spread), size of order, difficulty of execution, and operational facilities of the firm involved and the firm’s risk in positioning a block of securities. The parties agree that it is in the interests of the Funds that the Adviser have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to such Funds than may result when brokerage is allocated to other brokers on the basis of the best price and execution. The Adviser is authorized to place orders for the purchase and sale of securities for the Fund with such brokers, subject to review by the Board from time to time. In selecting brokers or dealers to execute a particular transaction and in evaluating the best price and execution available, the Adviser may consider the brokerage and research services (as such terms are defined in Section 28(e) of the Securities Exchange Act of 1934, as amended) provided to the Fund and/or other accounts over which the Adviser exercises investment discretion.

Brokerage and Avoidance of Conflicts of Interest. In connection with purchases or sales of Fund securities for the account of the FundsFund, to the extent applicable to the Fund, neither the Co-Adviser nor any of its trustees, officers or employees will act as a principal or agent or receive any commission with respect to such purchases or sales. The Co-Adviser or its agents shall arrange for the placing of all orders for the purchase and sale of Fund securities for each the Fund’s account with brokers or dealers selected by the Adviser or delegate such functions to a subCo-adviserAdviser. In the selection of such brokers or dealers and the placing of such orders, the Co-Adviser will use its best efforts to seek for the Fund the most favorable execution and net price available and will consider all factors the Co-Adviser deems relevant in making such decisions including, but not limited to, price (including any applicable brokerage commission or dealer spread), size of order, difficulty of execution, and operational facilities of the firm involved and the firm’s risk in positioning a block of securities. The parties agree that it is in the interests of the Funds Fund that the Co-Adviser have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to such Funds Fund than may result when brokerage is allocated to other brokers on the basis of the best price and execution. The Co-Adviser is authorized to place orders for the purchase and sale of securities for the Fund with such brokers, subject to review by the Board from time to time. In selecting brokers or dealers to execute a particular transaction and in evaluating the best price and execution available, the Adviser may consider the brokerage and research services (as such terms are defined in Section 28(e) of the Securities Exchange Act of 1934, as amended) provided to the Fund and/or other accounts over which the Adviser exercises investment discretion. The parties acknowledge and agree that the provisions of this Section 8 shall only apply in the event the Co-Adviser assumes the responsibilities of the Second Co-Adviser pursuant to Section 4 of this Agreement.

Brokerage and Avoidance of Conflicts of Interest. In connection with purchases or sales of Fund securities for the account of the Funds, neither the Sub-Adviser nor any of its trustees, officers or employees will act as a principal or agent or receive any commission with respect to such purchases or sales. The Sub-Adviser or its agents shall arrange for the placing of all orders for the purchase and sale of Fund securities for each a Fund’s account with brokers or dealers selected by the Adviser or delegate such functions to a subSub-adviserAdviser. In the selection of such brokers or dealers and the placing of such orders, the Sub-Adviser will use its best efforts to seek for the Fund the most favorable execution and net price available and will consider all factors the Sub-Adviser deems relevant in making such decisions including, but not limited to, price (including any applicable brokerage commission or dealer spread), size of order, difficulty of execution, and operational facilities of the firm involved and the firm’s risk in positioning a block of securities. The parties agree that it is in the interests of the Funds that the Sub-Adviser have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to such Funds a Fund than may result when brokerage is allocated to other brokers on the basis of the best price and execution. The Sub-Adviser is authorized to place orders for the purchase and sale of securities for the Fund with such brokers, subject to review by the Board from time to time. In selecting brokers or dealers to execute a particular transaction and in evaluating the best price and execution available, the Sub-Adviser may consider the brokerage and research services (as such terms are defined in Section 28(e) of the Securities Exchange Act of 1934, as amended) provided to the Fund Funds and/or other accounts over which the Sub-Adviser exercises investment discretion.

Brokerage and Avoidance of Conflicts of Interest. In connection with purchases or sales of Fund portfolio securities for the account of the Fundsany Portfolio, neither the Adviser Subadviser nor any of its trustees, officers or employees will act as a principal or agent or receive any commission with respect to such purchases or sales. The Adviser Subadviser or its agents shall arrange for the placing of all orders for the purchase and sale of Fund portfolio securities for each FundPortfolio’s account with brokers or dealers selected by the Adviser or delegate such functions to a sub-adviserSubadviser. In the selection of such brokers or dealers and the placing of such orders, the Adviser Subadviser will use its best efforts to seek for the Fund each Portfolio the most favorable execution and net price available and will consider all factors the Adviser Suibadviser deems relevant in making such decisions including, but not limited to, price (including any applicable brokerage commission or dealer spread), size of order, difficulty of execution, and operational facilities of the firm involved and the firm’s risk in positioning a block of securities. The parties agree that it is in the interests of the Funds each Portfolio that the Adviser Subadviser have access to supplemental investment and market research and security and economic analyses provided by brokers who may execute brokerage transactions at a higher cost to such Funds Portfolio than may result when brokerage is allocated to other brokers on the basis of the best price and execution. The Adviser Subadviser is authorized to place orders for the purchase and sale of securities for the Fund each Portfolio with such brokers, subject to review by the Trust’s Board of Trustees from time to time. In selecting brokers or dealers to execute a particular transaction and in evaluating the best price and execution available, the Adviser Subadviser may consider the brokerage and research services (as such terms are defined in Section 28(e) of the Securities Exchange Act of 1934, as amended) provided to the Fund each Portfolio and/or other accounts over which the Adviser exercises investment discretion.