Common use of DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT Clause in Contracts

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written above, and shall become effective with respect to a Fund, if approved by the shareholders of such Fund, on the Effective Date for such Fund, as set forth in Appendix A attached hereto. Thereafter, this Agreement will remain in effect with respect to a Fund for a period of two years from that Fund's Effective Date as set forth in Appendix A, on which date it will terminate for that Fund unless its continuance is "specifically approved at least annually" (i) by the vote of a majority of the Trustees of the Trust who are not "interested persons" of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "vote of a majority of the outstanding voting securities" of the applicable Fund. (b) This Agreement may be terminated as to the Trust or as to any Fund at any time without the payment of any penalty by the Trustees or by "vote of a majority of the outstanding voting securities" of the applicable Fund, or by the Adviser, in each case on not more than sixty days' nor less than thirty days' written notice to the other party. This Agreement shall automatically terminate in the event of its "assignment". (c) This Agreement may be amended with respect to a Fund only if such amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by "vote of a majority of the outstanding voting securities" of the applicable Fund (if such shareholder approval is required by the Investment Company Act of 1940). (d) Any approval, renewal or amendment of this Agreement with respect to a Fund by "vote of a majority of the outstanding voting securities" of that Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "interested persons" of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of the Trust as a whole.

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written above, and shall become effective with respect to a Fund, if approved by the shareholders of such Fund, on the Effective Date for such Fund, as set forth in Appendix A attached hereto. Thereafter, this Agreement will remain in effect with respect to a Fund for a period of two years from that Fund's ’s Effective Date as set forth in Appendix A, on which date it will terminate for that Fund unless its continuance is "“specifically approved at least annually" ” (i) by the vote of a majority of the Trustees of the Trust who are not "“interested persons" ” of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "“vote of a majority of the outstanding voting securities" ” of the applicable Fund. (b) This Agreement may be terminated as to the Trust or as to any Fund at any time without the payment of any penalty by the Trustees or by "“vote of a majority of the outstanding voting securities" ” of the applicable Fund, or by the Adviser, in each case on not more than sixty days' ’ nor less than thirty days' ’ written notice to the other party. This Agreement shall automatically terminate in the event of its "“assignment"”. (c) This Agreement may be amended with respect to a Fund only if such amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by "“vote of a majority of the outstanding voting securities" ” of the applicable Fund (if such shareholder approval is required by the Investment Company Act of 1940). (d) Any approval, renewal or amendment of this Agreement with respect to a Fund by "“vote of a majority of the outstanding voting securities" ” of that Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "“interested persons" ” of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of the Trust as a whole.

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written above, and shall become effective with respect to a the Fund, if approved by the shareholders of such the Fund, on the Effective Date for such the Fund, as set forth in Appendix A attached hereto. Thereafter, this Agreement will remain in effect with respect to a the Fund for a period of two years from that Fund's the Effective Date as set forth in Appendix A, on which date it will terminate for that the Fund unless its continuance is "“specifically approved at least annually" ” (i) by the vote of a majority of the Trustees of the Trust who are not "“interested persons" ” of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "“vote of a majority of the outstanding voting securities" ” of the applicable Fund. (b) This Agreement may be terminated as to the Trust or as to any the Fund at any time without the payment of any penalty by the Trustees or by "“vote of a majority of the outstanding voting securities" ” of the applicable Fund, or by the Adviser, in each case on not more than sixty days' ’ nor less than thirty days' ’ written notice to the other party. This Agreement shall automatically terminate in the event of its "“assignment"”. (c) This Agreement may be amended with respect to a the Fund only if such amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by "“vote of a majority of the outstanding voting securities" ” of the applicable Fund (if such shareholder approval is required by the Investment Company Act of 1940). (d) Any approval, renewal or amendment of this Agreement with respect to a the Fund by "“vote of a majority of the outstanding voting securities" ” of that Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "“interested persons" ” of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of the Trust as a whole.

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written above, and shall become effective with respect to a Fund, if approved by the shareholders of such Fund, on the Effective Date for such Fund, as set forth in Appendix A attached hereto. Thereafter, this Agreement will remain in effect with respect to a Fund the Trust for a period of two years from that Fund's Effective Date as set forth in Appendix Athe date first written above, on which date it will terminate for that Fund the Trust unless its continuance is "specifically approved at least annually" (i) by the vote of a majority of the Trustees of the Trust who are not "interested persons" of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "vote of a majority of the outstanding voting securities" of the applicable FundTrust. (b) This Agreement may be terminated as to the Trust or as to any Fund at any time without the payment of any penalty by the Trustees or by "vote of a majority of the outstanding voting securities" of the applicable FundTrust, or by the Adviser, in each case on not more than sixty days' nor less than thirty days' written notice to the other party. This Agreement shall automatically terminate in the event of its "assignment". (c) This Agreement may be amended with respect to a Fund the Trust only if such amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by "vote of a majority of the outstanding voting securities" of the applicable Fund Trust (if such shareholder approval is required by the Investment Company Act of 1940). (d) Any approval, renewal or amendment of this Agreement with respect to a Fund by "vote of a majority of the outstanding voting securities" of that Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "interested persons" of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of the Trust as a whole.

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written above, and shall become effective with respect to a the Fund, if approved by the shareholders of such the Fund, on the Effective Date for such the Fund, as set forth in Appendix A attached hereto. Thereafter, this Agreement will remain in effect with respect to a the Fund for a period of two years from that the Fund's ’s Effective Date as set forth in Appendix A, on which date it will terminate for that the Fund unless its continuance is "“specifically approved at least annually" ” (i) by the vote of a majority of the Trustees of the Trust who are not "“interested persons" ” of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "“vote of a majority of the outstanding voting securities" ” of the applicable Fund. (b) This Agreement may be terminated as to the Trust or as to any the Fund at any time without the payment of any penalty by the Trustees or by "“vote of a majority of the outstanding voting securities" ” of the applicable Fund, or by the Adviser, in each case on not more than sixty days' ’ nor less than thirty days' ’ written notice to the other party. This Agreement shall automatically terminate in the event of its "“assignment"”. (c) This Agreement may be amended with respect to a the Fund only if such amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by "“vote of a majority of the outstanding voting securities" ” of the applicable Fund (if such shareholder approval is required by the Investment Company Act of 1940). (d) Any approval, renewal or amendment of this Agreement with respect to a the Fund by "“vote of a majority of the outstanding voting securities" ” of that Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "“interested persons" ” of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of the Trust as a whole.

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written above, and shall become effective with respect to a Fund, above if approved by the shareholders of such Fundthe Trust, on the Effective Date for such Fundthe Trust, as set forth in Appendix A attached hereto. Thereafter, this Agreement will remain in effect with respect to a Fund the Trust for a period of two years from that Fund's the Trust’s Effective Date as set forth in Appendix A, on which date it will terminate for that Fund the Trust unless its continuance is "“specifically approved at least annually" ” (i) by the vote of a majority of the Trustees of the Trust who are not "“interested persons" ” of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "“vote of a majority of the outstanding voting securities" ” of the applicable FundTrust. (b) This Agreement may be terminated as to the Trust or as to any Fund at any time without the payment of any penalty by the Trustees or by "“vote of a majority of the outstanding voting securities" ” of the applicable FundTrust, or by the Adviser, in each case on not more than sixty days' ’ nor less than thirty days' ’ written notice to the other party. This Agreement shall automatically terminate in the event of its "“assignment"”. (c) This Agreement may be amended with respect to a Fund the Trust only if such amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by "“vote of a majority of the outstanding voting securities" ” of the applicable Fund Trust (if such shareholder approval is required by the Investment Company Act of 1940). (d) Any approval, renewal or amendment of this Agreement with respect to a Fund by "vote of a majority of the outstanding voting securities" of that Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "interested persons" of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of the Trust as a whole.

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written above, and shall become effective with respect to a the Fund, if approved by the shareholders of such the Fund, on the Effective Date for such the Fund, as set forth in Appendix A attached hereto. Thereafter, this Agreement will remain in effect with respect to a the Fund for a period of two years from that the Fund's Effective Date as set forth in Appendix A, on which date it will terminate for that the Fund unless its continuance is "specifically approved at least annually" (i) by the vote of a majority of the Trustees of the Trust who are not "interested persons" of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "vote of a majority of the outstanding voting securities" of the applicable Fund. (b) This Agreement may be terminated as to the Trust or as to any the Fund at any time without the payment of any penalty by the Trustees or by "vote of a majority of the outstanding voting securities" of the applicable Fund, or by the Adviser, in each case on not more than sixty days' nor less than thirty days' written notice to the other party. This Agreement shall automatically terminate in the event of its "assignment". (c) This Agreement may be amended with respect to a the Fund only if such amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by "vote of a majority of the outstanding voting securities" of the applicable Fund (if such shareholder approval is required by the Investment Company Act of 1940). (d) Any approval, renewal or amendment of this Agreement with respect to a the Fund by "vote of a majority of the outstanding voting securities" of that Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "interested persons" of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of the Trust as a whole.

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written above, and shall become effective with respect to a the Fund, if approved by the shareholders of such the Fund, on the Effective Date for such the Fund, as set forth in Appendix A attached hereto. Thereafter, this Agreement will remain in effect with respect to a the Fund for a period of two years from that Fund's the Effective Date as set forth in Appendix A, on which date it will terminate for that the Fund unless its continuance is "specifically approved at least annually" (i) by the vote of a majority of the Trustees of the Trust who are not "interested persons" of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "vote of a majority of the outstanding voting securities" of the applicable Fund. (b) This Agreement may be terminated as to the Trust or as to any the Fund at any time without the payment of any penalty by the Trustees or by "vote of a majority of the outstanding voting securities" of the applicable Fund, or by the Adviser, in each case on not more than sixty days' nor less than thirty days' written notice to the other party. This Agreement shall automatically terminate in the event of its "assignment". (c) This Agreement may be amended with respect to a the Fund only if such amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by "vote of a majority of the outstanding voting securities" of the applicable Fund (if such shareholder approval is required by the Investment Company Act of 1940). (d) Any approval, renewal or amendment of this Agreement with respect to a the Fund by "vote of a majority of the outstanding voting securities" of that Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "interested persons" of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of the Trust as a whole.

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written above, and shall become effective with respect to a Fund, if approved by the shareholders of such Fund, on the Effective Date for such Fund, as set forth in Appendix A attached hereto. Thereafter, this Agreement will remain in effect with respect to a Fund for a period of two years from that Fund's Funds Effective Date as set forth in Appendix A, on which date it will terminate for that Fund unless its continuance is "specifically approved at least annually" annually (i) by the vote of a majority of the Trustees of the Trust who are not "interested persons" persons of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "vote of a majority of the outstanding voting securities" securities of the applicable Fund. (b) This Agreement may be terminated as to the Trust or as to any Fund at any time without the payment of any penalty by the Trustees or by "vote of a majority of the outstanding voting securities" securities of the applicable Fund, or by the Adviser, in each case on not more than sixty days' days nor less than thirty days' days written notice to the other party. This Agreement shall automatically terminate in the event of its "assignment". (c) This Agreement may be amended with respect to a Fund only if such amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by "vote of a majority of the outstanding voting securities" securities of the applicable Fund (if such shareholder approval is required by the Investment Company Act of 1940). (d) Any approval, renewal or amendment of this Agreement with respect to a Fund by "vote of a majority of the outstanding voting securities" securities of that Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "interested persons" persons of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of the Trust as a whole.

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written above, and shall become effective with respect to a the Fund, if approved by the shareholders of such the Fund, on the Effective Date for such the Fund, as set forth in Appendix A B attached hereto. Thereafter, this Agreement will remain in effect with respect to a the Fund for a period of two years from that the Fund's Effective Date as set forth in Appendix AB, on which date it will terminate for that the Fund unless its continuance is "specifically approved at least annually" (i) by the vote of a majority of the Trustees of the Trust who are not "interested persons" of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "vote of a majority of the outstanding voting securities" of the applicable Fund. (b) This Agreement may be terminated as to the Trust or as to any the Fund at any time without the payment of any penalty by the Trustees or by "vote of a majority of the outstanding voting securities" of the applicable Fund, or by the Adviser, in each case on not more than sixty days' nor less than thirty days' written notice to the other party. This Agreement shall automatically terminate in the event of its "assignment.". (c) This Agreement may be amended with respect to a the Fund only if such an amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by a "vote of a majority of the outstanding voting securities" of the applicable Fund (if such shareholder approval is required by the Investment Company Act of 1940). (d) Any approval, renewal or amendment of this Agreement with respect to a the Fund by "vote of a majority of the outstanding voting securities" of that the Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "interested persons" of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that the Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fundfund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of the Trust as a whole.

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written aboveof its execution and shall govern the relations between the parties hereto thereafter, and shall become effective with respect to a Fund, if approved by the shareholders of such Fund, on the Effective Date for such Fund, as set forth in Appendix A attached hereto. Thereafter, this Agreement will remain in effect with respect to a Fund for a period of two years from that Fund's Effective Date as set forth in Appendix Aforce until November 17, 1999 on which date it will terminate for that Fund with respect to a Portfolio, unless its continuance after that date is "specifically approved at least annually" annually (i) by the vote of a majority of the Board of Trustees of the Trust who are not "interested persons" persons of the Trust Trust, or of the Adviser, or of the Sub-Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, Trust or by "vote of a majority of the outstanding voting securities" securities of the applicable Fund. (b) Portfolio. The aforesaid requirement that continuance of this Agreement be "specifically approved at least annually" shall be construed in a manner consistent with the Investment Company Act of 1940 and all rules, regulations and orders thereunder. This Agreement may be terminated as to the Trust or as to any Fund at any time without the payment of any penalty by the Trustees or of the Trust, by "vote of a majority of the outstanding voting securities" securities of the applicable FundTrust, by the Adviser or by the Sub-Adviser, in each case on not more than sixty days' (60) days nor less than thirty days' (30) days written notice to the other partyparties. This Agreement shall automatically terminate in the event of its "assignment". (c) . This Agreement may be amended with respect to a Fund Portfolio only if such amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by "vote of a majority of the outstanding voting securities" of the applicable Fund (if such shareholder approval is required by the Investment Company Act of 1940). (d) Any approval, renewal or amendment of this Agreement with respect to a Fund by "vote of a majority of the outstanding voting securities" of that Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "interested persons" of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of that Portfolio, by the Trust Adviser and by the Sub-Adviser. The terms "assignment," "affiliated person," "interested person," and "majority of the outstanding voting securities" when used in this Agreement shall have the respective meanings specified in the Investment Company Act of 1940 and the rules, regulations and orders thereunder, subject, however, to such exemptions as a wholemay be granted by the Securities and Exchange Commission under said Act.

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written above, and shall become effective with respect to a the Fund, if approved by the shareholders of such the Fund, on the Effective E ffective Date for such the Fund, as set forth in Appendix A attached hereto. Thereafter, this Agreement will remain in effect with respect to a the Fund for a period of two years from that Fund's the Effective Date as set forth in Appendix A, on which date it will terminate for that the Fund unless its continuance is "specifically approved at least annually" annually (i) by the vote of a majority of the Trustees of the Trust who are not "interested persons" persons of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "vote of a majority of the outstanding voting securities" securities of the applicable Fund. (b) This Agreement may be terminated as to the Trust or as to any the Fund at any time without the payment of any penalty by the Trustees or by "vote of a majority of the outstanding voting securities" securities of the applicable Fund, or by the Adviser, in each case on not more than sixty days' nor less than thirty days' days written notice to the other party. This Agreement shall automatically terminate in the event of its "assignment". (c) This Agreement may be amended with respect to a the Fund only if such amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by "vote of a majority of the outstanding voting securities" securities of the applicable Fund (if such shareholder approval is required by the Investment Company Act of 1940). (d) Any approval, renewal or amendment of this Agreement with respect to a the Fund by "vote of a majority of the outstanding voting securities" securities of that Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "interested persons" persons of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of the Trust as a whole.

DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT. (a) This Agreement shall become effective with respect to the Trust on the date first written above, and shall become effective with respect to a Fund, if previously approved by the shareholders of such the Fund, on the Effective Date for such the Fund, as set forth in Appendix A attached hereto. Thereafter, with respect to each Fund, this Agreement will remain in effect with respect to a the Fund for a period of two years from that the Fund's Effective Date as set forth in Appendix A, on which date it will terminate for that the Fund unless its continuance is "specifically approved at least annually" (i) by the vote of a majority of the Trustees of the Trust who are not "interested persons" of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "vote of a majority of the outstanding voting securities" of the Fund (or by such other means as is consistent with applicable Fundlaw or exemptive or other relief or guidance provided by the Securities and Exchange Commission). (b) This Agreement may be terminated as to the Trust or as to any a Fund at any time without the payment of any penalty by the Trustees or by "vote of a majority of the outstanding voting securities" of the applicable a Fund, or by the Adviser, in each case on not more than sixty days' nor less than thirty days' written notice to the other party. This Agreement shall automatically terminate in the event of its "assignment". (c) This Agreement may be amended with respect to a Fund only if such amendment is in writing signed by or on behalf of the Trust and the Adviser and is approved by "vote of a majority of the outstanding voting securities" of the applicable a Fund (if such shareholder approval is required by the Investment Company Act of 19401940 Act). (d) Any approval, renewal or amendment of this Agreement with respect to a Fund by "vote of a majority of the outstanding voting securities" of that Fund, by the Trustees of the Trust, or by a majority of the Trustees of the Trust who are not "interested persons" of the Trust or the Adviser, shall be effective to approve, renew or amend the Agreement with respect to that Fund notwithstanding (i) that the approval, renewal or amendment has not been so approved as to any other Fund, or (ii) that the approval, renewal or amendment has not been approved by the vote of a majority of the outstanding voting securities of the Trust as a whole.