Common use of Discretionary Brokerage Clause in Contracts

Discretionary Brokerage. If Client has not directed Adviser to execute trades on behalf of the Client with a designated broker-dealer or other financial institution as provided in subparagraph (i) above, then Adviser may enter orders for securities transactions for the Portfolios with such broker-dealers, financial institutions or issuers as Adviser may select. Orders will be entered for execution on such markets, at such prices, and at such rates of broker-dealer compensation as Adviser deems appropriate. When selecting a broker-dealer or other financial institution to use for the execution of trades on behalf of Client, Client understands that Adviser, bearing in mind Client’s best interests at all times, will consider such factors as quality of execution (including the price to be paid, access to markets, timely and accurate written confirmations and the broker-dealer’s record of good and timely delivery and payment on trades), ability to handle block trades, knowledge of the market, specific industries, and securities, the financial condition of the broker-dealer or other financial institution and quality and value of research material and services. Client further understands that it is not Adviser’s policy to seek the lowest available commission rate when it is believed that a broker-dealer or other financial institution charging a higher commission rate would offer greater reliability or provide better price or execution. Client acknowledges that Adviser may agree to commissions that are higher than those that might be negotiated otherwise in consideration of research and brokerage services that may be provided to Adviser or Adviser’s clients generally in accordance with Section 28(e) of the Securities Exchange Act of 1934, as amended.