Common use of Duties as Investment Adviser Clause in Contracts

Duties as Investment Adviser. a. Adviser shall act as investment adviser for the Fund, and shall manage the investment and reinvestment of the assets of the Fund at all times in accordance with the investment objectives and policies of the Fund as is set forth in the Fund's currently effective Registration Statement. Adviser shall assume responsibility for the management of the assets of the Fund and making all investment decisions for the Fund subject to the overall supervision of the Fund's Board of Directors. b. Adviser will obtain and evaluate pertinent economic information and evaluate economic conditions, securities markets and investment performance relevant to the investment policies of the Fund and place orders for the purchase and sale of securities on behalf of the Fund. In placing such orders, Adviser is authorized to use the facilities of brokers-dealers, who render satisfactory services at competitive rates, and to allocate orders to such brokers-dealers who also provide research, statistical and other services to the Fund, such determinations to be made by Adviser in its own reasonable judgment, consistent with applicable laws and regulations. c. Adviser will provide investment supervisory services for the assets of the Fund as set forth in its current Registration Statements. d. Adviser will provide or cause the brokers-dealers it selects to provide complete records of the securities purchased, sold or otherwise disposed of by the Fund including the pricing and amounts of such transactions. e. Adviser will report to the Fund's Board of Directors, or to any committee or officers of the Fund acting pursuant to the authority of the Board, at such times and in such detail as the Board may deem appropriate in order to enable the Fund to determine that its investment policies are being observed and implemented and that the obligations of Adviser under this Agreement are being fulfilled. Any investment program undertaken by Adviser pursuant to this Agreement and any other activities undertaken by Adviser on behalf of the Fund shall at all times be subject to any directives of the Fund's Board of Directors or any duly constituted committee or officer of the Fund acting pursuant to authority of the Fund's Board of Directors. f. Adviser will furnish or place at the disposal of the Fund such information evaluations, analysis, advice and recommendations formulated or prepared by it as it deems necessary and appropriate in the reasonable discharge of its duties or as the Fund may otherwise reasonably request of it. g. Adviser will permit its employees and its affiliates to serve without compensation from the Fund as officers, Directors or agents of the Fund, if desired by the Fund's Board of Directors.

Duties as Investment Adviser. a. Adviser (a) Subject to the supervision of the Board of Directors, the Manager shall act as investment adviser be responsible for consulting with the Fund with respect to the selection and review of the portfolio manager (the "Portfolio Manager") for the Fund, and shall manage as well as consulting with the investment and reinvestment Portfolio Manager with respect to the duties of the assets Portfolio Manager under the Subadvisory Agreement between the Manager and the subadviser for the Fund. The Manager shall consult with the Portfolio Manager of the Fund at all times in accordance with the from time to time regarding general investment objectives strategies and policies of the Fund as is set forth in the Fund's currently effective Registration Statement. Adviser shall assume responsibility for the management of the assets of the Fund and making all investment decisions for the Fund subject to the overall supervision of the Fund's Board of Directors. b. Adviser will obtain and evaluate pertinent economic information and evaluate economic conditions, securities markets and investment performance relevant to the investment policies of the Fund and place orders for the purchase and sale of securities specific portfolio purchases on behalf of the Fund. In placing such ordersThe Manager may, Adviser is authorized in its own discretion, elect to use the facilities of brokers-dealers, who render satisfactory services at competitive rates, and to allocate orders to such brokers-dealers who also provide research, statistical and other services to a continuous investment program for the Fund, including investment research and management with respect to all securities, investments and cash equivalents in the Fund. The Portfolio Manager will determine from time to time what securities and other investments will be purchased, retained or sold by each Portfolio. The Portfolio Manager will exercise full discretion and act for the Fund in the same manner and with the same force and effect as such determinations Fund itself might or could do with respect to be made by Adviser in its own reasonable judgmentpurchases, consistent sales, or other transactions, as well as with applicable laws and regulationsrespect to all other things necessary or incidental to the furtherance or conduct of such purchases, sales or other transactions. c. Adviser will provide investment supervisory services for (b) The Manager shall make its officers and agents available to the assets Board of Directors and officers of the Fund for consultation and discussions regarding the management of the Fund, its investment activities and the ProLoan Program (as set forth described in the Fund's current registration statement). (c) The Manager will administer the affairs of the Fund's ProLoan Program (as described in its current Registration Statements. d. Adviser will provide or cause registration statement), subject to the brokers-dealers it selects to provide complete records supervision of the securities purchased, sold or otherwise disposed Board of by Directors and the Fund including following understandings: i. The Manager will supervise all aspects of the pricing and amounts operations of such transactions. e. Adviser will report to the Fund's ProLoan Program, except as hereinafter set forth; provided, however, that nothing herein contained shall be deemed to relieve or deprive the Board of Directors of its responsibility for and control of the conduct of the Fund's affairs. ii. The Manager will provide the Fund with office facilities and such administrative and clerical services as are deemed necessary or advisable by the Manager with respect to the ProLoan program. iii. The Manager will investigate and, with appropriate approval of the Board of Directors, or select and negotiate with mortgage originators in various locations throughout the United States who will offer ProLoan mortgages under the ProLoan Program. iv. The Manager will establish standards for those mortgages that shall be deemed to any committee or officers of the Fund acting pursuant to the authority of the Board, at such times and be "Qualified Mortgage Loans" (as described in such detail as the Board may deem appropriate in order to enable the Fund to determine that its investment policies are being observed and implemented and that the obligations of Adviser under this Agreement are being fulfilled. Any investment program undertaken by Adviser pursuant to this Agreement and any other activities undertaken by Adviser on behalf of the Fund shall at all times be subject to any directives of the Fund's current registration statement) under the ProLoan Program. v. The Manager will arrange, but not pay, for the preparation of promotional materials regarding the ProLoan Program. vi. The Manager will hold itself available to respond to shareholder inquiries regarding the ProLoan Program. (d) The Manager will provide the Board of Directors on a regular basis with economic and investment analyses and reports regarding the ProLoan Program and make available to the Board upon request any economic, statistical or any duly constituted committee or officer investment services requested by the Board. (e) Any of the Fund acting pursuant foregoing functions with respect to authority of any or all Portfolios may be delegated by the FundManager, at the Manager's expense, to another appropriate party (including an affiliated party), subject to such approval by the Board of Directors. f. Adviser will Directors and shareholders of each affected Portfolio as may be required by the 1940 Act. The Manager shall oversee the performance of delegated functions by any such party and shall furnish or place at the disposal of to the Fund such information evaluations, analysis, advice with quarterly evaluations and recommendations formulated or prepared analyses concerning the performance of delegated responsibilities by it as it deems necessary and appropriate in the reasonable discharge of its duties or as the Fund may otherwise reasonably request of itthose parties. g. Adviser will permit its employees and its affiliates to serve without compensation from the Fund as officers, Directors or agents of the Fund, if desired by the Fund's Board of Directors.