Common use of DUTIES OF DSI Clause in Contracts

DUTIES OF DSI. (A) DSI shall act as the Adviser for each Portfolio and as such shall furnish continuously an investment program and shall determine from time to time what securities shall be purchased, sold or exchanged and what portion of the assets of each Portfolio shall be held uninvested, subject always to the restrictions of the Trust's Declaration of Trust, dated June 7, 1989, and By-Laws, as each may be amended and restated from time to time (respectively, the "Declaration" and the "By-Laws"), the provisions of the 1940 Act, and the then-current registration statement of the Trust with respect to each Portfolio. The Adviser shall also make recommendations as to the manner in which voting rights, rights to consent to corporate action and any other rights pertaining to each Portfolio's portfolio securities shall be exercised. Should the Board of Trustees of the Trust at any time, however, make any definite determination as to investment policy applicable to a Portfolio and notify the Adviser thereof in writing, the Adviser shall be bound by such determination for the period, if any, specified in such notice or until similarly notified that such determination has been revoked. The Adviser shall take, on behalf of each Portfolio, all actions which it deems necessary to implement the investment policies determined as provided above and, in particular, to place all orders for the purchase or sale of securities for the Portfolio's account with the brokers or dealers selected by it, and to that end the Adviser is authorized as the agent of the Portfolio to give instructions to the custodian or any subcustodian of the Portfolio as to deliveries of securities and payments of cash for the account of the Portfolio. In connection with the selection of such brokers or dealers and the placing of such orders, brokers or dealers may be selected who also provide brokerage and research services (as those terms are defined in Section 28(e) of the Securities Exchange Act of 1934) to the Portfolios and/or the other accounts over which the Adviser, any subadviser, submanager or respective "affiliated person" thereof exercises investment discretion. The Adviser is authorized to pay a broker or dealer who provides such brokerage and research services a commission for executing a portfolio transaction for a Portfolio which is in excess of the amount of commission another broker or dealer would have charged for effecting that transaction if the Adviser determines in good faith that such amount of commission is reasonable in relation to the value of the brokerage and research services provided by such broker or dealer. This determination may be viewed in terms of either that particular transaction or the overall responsibilities which the Adviser and any "affiliated person" of the Adviser have with respect to accounts over which they exercise investment discretion. In making purchases or sales of securities or other property for the account of a Portfolio, the Adviser may deal with itself or with the Trustees of the Trust or the Trust's underwriter or distributor to the extent such actions are permitted by the 1940 Act. In providing the services and assuming the obligations set forth herein, the Adviser may subject to the requirements of the 1940 Act employ at its own expense, or may request that the Trust employ at each Portfolio's expense, one or more subadvisers or submanagers; provided that in each case the Adviser shall supervise the activities of each subadviser. Any agreement between the Adviser and a subadviser shall be subject to the renewal, termination and amendment provisions applicable to this Agreement. Any agreement by the Trust on behalf of a Portfolio and a subadviser may be terminated by the Adviser at any time on not more than 60 days' nor less than 30 days' written notice to the Trust and the subadviser. (B) Subject to the direction and control of the Board of Trustees of the Portfolio, DSI shall perform such administrative and management services as may from time to time be reasonably requested by the Trust with respect to each Portfolio, which shall include without limitation: (1) maintaining office facilities (which may be in the office of DSI or an "affiliated person" of DSI) and furnishing clerical services necessary for maintaining the organization of the Trust and each Portfolio and for performing the administrative and management functions herein set forth; (2) arranging, if desired by the Trust, for directors, officers or employees of the Adviser to serve as Trustees, officers or agents of the Trust if duly elected or appointed to such positions and subject to their individual consent and to any limitations imposed by the law; (3) supervising the overall administration of the Trust and each Portfolio, including negotiation of contracts and fees with and the monitoring of performance and xxxxxxxx of the Portfolio's transfer agent, custodian and other independent contractors or agents; (4) overseeing (with advice of the Trust's counsel), the preparation of and, if applicable, filing all documents required for compliance by the Trust and each Portfolio with applicable laws and regulations, including registration statements, semi-annual and annual reports to investors, proxy statements and tax returns; (5) preparing agendas and supporting documents for and minutes of meetings of Trustees, committees of Trustees and investors; (6) arranging for maintenance of books and records of each Portfolio; (7) maintaining telephone coverage to respond to investor inquiries regarding matters to which this Agreement pertains to which transfer agents are unable to respond; (8) providing reports and assistance regarding each Portfolio's compliance with securities and tax laws and investment objective and restrictions; (9) arranging for dissemination of yield and other performance information to newspapers and tracking services; (10) arranging for and preparing annual renewals for fidelity bond and errors and omissions insurance coverage; (11) developing a budget for each Portfolio, establishing the rate of expense accruals and arranging for the payment of all fixed and management expenses; and (12) answering questions from the general public, the media and investors in each Portfolio regarding (a) the securities holdings of the Portfolio; (b) any limits in which the Portfolio invests; (c) the social investment philosophy of the Portfolio; and (d) the proxy voting philosophy and shareholder activism philosophy of the Portfolio. Notwithstanding the foregoing, DSI shall not be deemed to have assumed any duties with respect to, and shall not be responsible for, the distribution of beneficial interests in any Portfolio, nor shall DSI be deemed to have assumed or have any responsibility with respect to functions specifically assumed by any transfer agent, fund accounting agent or custodian of the Trust or any Portfolio. In providing administrative and management services as set forth herein, DSI may, at its own expense, employ one or more subadministrators; provided that DSI shall remain fully responsible for the performance of all administrative and management duties set forth herein and shall supervise the activities of each subadministrator.

DUTIES OF DSI. (A) DSI shall act as the Adviser Manager for each Portfolio the Fund and as such shall furnish continuously an investment program and shall determine from time to time what securities shall be purchased, sold or exchanged and what portion of the assets of each Portfolio the Fund shall be held uninvested, subject always to the restrictions of the Trust's Declaration of Trust, dated June 7, 1989, and By-Lawslaws, as each may be amended and restated from time to time (respectively, the "Declaration" and the "By-Laws"), the provisions of the 1940 Act, and the then-current registration statement of the Trust with respect to each Portfoliothe Fund. The Adviser Manager shall also make recommendations as to the manner in which voting rights, rights to consent to corporate action and any other rights pertaining to each Portfoliothe Trust's portfolio securities shall be exercised. Should the Board of Trustees of the Trust at any time, however, make any definite determination as to investment policy applicable to a Portfolio the Fund and notify the Adviser Manager thereof in writing, the Adviser Manager shall be bound by such determination for the period, if any, specified in such notice or until similarly notified that such determination has been revoked. The Adviser Manager shall take, on behalf of each Portfoliothe Fund, all actions which it deems necessary to implement the investment policies determined as provided above and, in particular, to place all orders for the purchase or sale of securities for the PortfolioFund's account with the brokers or dealers selected by it, and to that end the Adviser Manager is authorized as the agent of the Portfolio Trust to give instructions to the custodian or any subcustodian of the Portfolio Fund as to deliveries of securities and payments of cash for the account of the PortfolioFund. In connection with the selection of such brokers or dealers and the placing of such orders, brokers or dealers may be selected who also provide brokerage and research services (as those terms are defined in Section 28(e) of the Securities Exchange Act of 1934) to the Portfolios Fund and/or the other accounts over which the AdviserManager, any subadviser, submanager or respective "affiliated person" thereof exercises investment discretion. The Adviser Manager is authorized to pay a broker or dealer who provides such brokerage and research services a commission for executing a portfolio transaction for a Portfolio the Fund which is in excess of the amount of commission another broker or dealer would have charged for effecting that transaction if the Adviser Manager determines in good faith that such amount of commission is reasonable in relation to the value of the brokerage and research services provided by such broker or dealer. This determination may be viewed in terms of either that particular transaction or the overall responsibilities which the Adviser Manager and any "affiliated person" of the Adviser Manager have with respect to accounts over which they exercise investment discretion. The Trustees of the Trust shall periodically review the commissions paid by the Fund to determine if the commissions paid over representative periods of time were reasonable in relation to the benefits to the Fund. In making purchases or sales of securities or other property for the account of a Portfoliothe Fund, the Adviser Manager may deal with itself or with the Trustees of the Trust or the Trust's underwriter or distributor to the extent such actions are permitted by the 1940 Act. In providing the services and assuming the obligations set forth herein, the Adviser may Manager may, subject to the requirements of the 1940 Act or any exemptive order granted thereunder, employ at its own expense, or may request that the Trust employ at each Portfoliothe Fund's expense, one or more subadvisers or submanagers; provided that in each case the Adviser Manager shall supervise the activities of each subadvisersubadviser or submanager. Any agreement between the Adviser Manager and a subadviser or submanager shall be subject to the renewal, termination and amendment provisions applicable to this Agreement. Any agreement by the Trust on behalf of a Portfolio the Fund and a subadviser or submanager may be terminated by the Adviser Manager at any time on not more than 60 days' nor less than 30 days' written notice to the Trust and the subadvisersubadviser or submanager, as applicable. (B) Subject to the direction and control of the Board of Trustees of the Portfolio, DSI shall perform such administrative and management services as may from time to time be reasonably requested by the Trust with respect to each Portfolio, which shall include without limitation: (1) maintaining office facilities (which may be in the office of DSI or an "affiliated person" of DSI) and furnishing clerical services necessary for maintaining the organization of the Trust and each Portfolio and for performing the administrative and management functions herein set forth; (2) arranging, if desired by the Trust, for directors, officers or employees of the Adviser to serve as Trustees, officers or agents of the Trust if duly elected or appointed to such positions and subject to their individual consent and to any limitations imposed by the law; (3) supervising the overall administration of the Trust and each Portfolio, including negotiation of contracts and fees with and the monitoring of performance and xxxxxxxx of the Portfolio's transfer agent, custodian and other independent contractors or agents; (4) overseeing (with advice of the Trust's counsel), the preparation of and, if applicable, filing all documents required for compliance by the Trust and each Portfolio with applicable laws and regulations, including registration statements, semi-annual and annual reports to investors, proxy statements and tax returns; (5) preparing agendas and supporting documents for and minutes of meetings of Trustees, committees of Trustees and investors; (6) arranging for maintenance of books and records of each Portfolio; (7) maintaining telephone coverage to respond to investor inquiries regarding matters to which this Agreement pertains to which transfer agents are unable to respond; (8) providing reports and assistance regarding each Portfolio's compliance with securities and tax laws and investment objective and restrictions; (9) arranging for dissemination of yield and other performance information to newspapers and tracking services; (10) arranging for and preparing annual renewals for fidelity bond and errors and omissions insurance coverage; (11) developing a budget for each Portfolio, establishing the rate of expense accruals and arranging for the payment of all fixed and management expenses; and (12) answering questions from the general public, the media and investors in each Portfolio regarding (a) the securities holdings of the Portfolio; (b) any limits in which the Portfolio invests; (c) the social investment philosophy of the Portfolio; and (d) the proxy voting philosophy and shareholder activism philosophy of the Portfolio. Notwithstanding the foregoing, DSI shall not be deemed to have assumed any duties with respect to, and shall not be responsible for, the distribution of beneficial interests in any Portfolio, nor shall DSI be deemed to have assumed or have any responsibility with respect to functions specifically assumed by any transfer agent, fund accounting agent or custodian of the Trust or any Portfolio. In providing administrative and management services as set forth herein, DSI may, at its own expense, employ one or more subadministrators; provided that DSI shall remain fully responsible for the performance of all administrative and management duties set forth herein and shall supervise the activities of each subadministrator.

DUTIES OF DSI. (A) DSI shall act as the Adviser for each the Portfolio and as such shall furnish continuously an investment program and shall determine from time to time what securities shall be purchased, sold or exchanged and what portion of the assets of each the Portfolio shall be held uninvested, subject always to the restrictions of the TrustPortfolio's Declaration of Trust, dated June 7, 1989, and By-Lawslaws, as each may be amended and restated from time to time (respectively, the "Declaration" and the "By-Laws"), the provisions of the 1940 Act, and the then-current registration statement of the Trust with respect to each Portfolio. The Adviser shall also make recommendations as to the manner in which voting rights, rights to consent to corporate action and any other rights pertaining to each the Portfolio's portfolio securities shall be exercised. Should the Board of Trustees of the Trust Portfolio at any time, however, make any definite determination as to investment policy applicable to a the Portfolio and notify the Adviser thereof in writing, the Adviser shall be bound by such determination for the period, if any, specified in such notice or until similarly notified that such determination has been revoked. The Adviser shall take, on behalf of each the Portfolio, all actions which it deems necessary to implement the investment policies determined as provided above and, in particular, to place all orders for the purchase or sale of securities for the Portfolio's account with the brokers or dealers selected by it, and to that end the Adviser is authorized as the agent of the Portfolio to give instructions to the custodian or any subcustodian of the Portfolio as to deliveries of securities and payments of cash for the account of the Portfolio. In connection with the selection of such brokers or dealers and the placing of such orders, brokers or dealers may be selected who also provide brokerage and research services (as those terms are defined in Section 28(e) of the Securities Exchange Act of 1934) to the Portfolios Portfolio and/or the other accounts over which the Adviser, any subadviser, submanager or respective "affiliated person" thereof exercises investment discretion. The Adviser is authorized to pay a broker or dealer who provides such brokerage and research services a commission for executing a portfolio transaction for a the Portfolio which is in excess of the amount of commission another broker or dealer would have charged for effecting that transaction if the Adviser determines in good faith that such amount of commission is reasonable in relation to the value of the brokerage and research services provided by such broker or dealer. This determination may be viewed in terms of either that particular transaction or the overall responsibilities which the Adviser and any "affiliated person" of the Adviser have with respect to accounts over which they exercise investment discretion. In making purchases or sales of securities or other property for the account of a the Portfolio, the Adviser may deal with itself or with the Trustees of the Trust Portfolio or the TrustPortfolio's underwriter or distributor to the extent such actions are permitted by the 1940 Act. In providing the services and assuming the obligations set forth herein, the Adviser may subject to the requirements of the 1940 Act or any exemptive order granted thereunder employ at its own expense, or may request that the Trust Portfolio employ at each the Portfolio's expense, one or more subadvisers or submanagers; provided that in each case the Adviser shall supervise the activities of each subadviser. Any agreement between the Adviser and a subadviser shall be subject to the renewal, termination and amendment provisions applicable to this Agreement. Any agreement by the Trust on behalf of a Portfolio and a subadviser may be terminated by the Adviser at any time on not more than 60 days' nor less than 30 days' written notice to the Trust Portfolio and the subadviser. (B) Subject to the direction and control of the Board of Trustees of the Portfolio, DSI shall perform such administrative and management services as may from time to time be reasonably requested by the Trust with respect to each Portfolio, which shall include without limitation: (1) maintaining office facilities (which may be in the office of DSI or an "affiliated person" of DSI) and furnishing clerical services necessary for maintaining the organization of the Trust and each Portfolio and for performing the administrative and management functions herein set forth; ; (2) arranging, if desired by the TrustPortfolio, for directors, officers or employees of the Adviser to serve as Trustees, officers or agents of the Trust Portfolio if duly elected or appointed to such positions and subject to their individual consent and to any limitations imposed by the law; ; (3) supervising the overall administration of the Trust and each Portfolio, including negotiation of contracts and fees with and the monitoring of performance and xxxxxxxx billings of the Portfolio's transfer txxxxxxx agent, custodian and other independent contractors or agents; (4) overseeing (with advice of the TrustPortfolio's counsel), the preparation of and, if applicable, filing all documents required for compliance by the Trust and each Portfolio with applicable laws and regulations, including registration statements, semi-annual and annual reports to investors, proxy statements and tax returns; ; (5) preparing preparation of agendas and supporting documents for and minutes of meetings of Trustees, committees of Trustees and investors; ; (6) arranging for maintenance of books and records of each the Portfolio; ; (7) maintaining telephone coverage to respond to investor inquiries regarding matters to which this Agreement pertains to which transfer agents are unable to respond; ; (8) providing reports and assistance regarding each the Portfolio's compliance with securities and tax laws and investment objective and restrictions; ; (9) arranging for dissemination of yield and other performance information to newspapers and tracking services; ; (10) arranging for and preparing annual renewals for fidelity bond and errors and omissions insurance coverage; ; (11) developing a budget for each the Portfolio, establishing the rate of expense accruals and arranging for the payment of all fixed and management expenses; and and (12) answering questions from the general public, the media and investors in each the Portfolio regarding (a) the securities holdings of the Portfolio; (b) any limits in which the Portfolio invests; (c) the social investment philosophy of the Portfolio; and (d) the proxy voting philosophy and shareholder activism philosophy of the Portfolio. Notwithstanding the foregoing, DSI shall not be deemed to have assumed any duties with respect to, and shall not be responsible for, the distribution of beneficial interests in any the Portfolio, nor shall DSI be deemed to have assumed or have any responsibility with respect to functions specifically assumed by any transfer agent, fund accounting agent or custodian of the Trust or any Portfolio. In providing administrative and management services as set forth herein, DSI may, at its own expense, employ one or more subadministrators; provided that DSI shall remain fully responsible for the performance of all administrative and management duties set forth herein and shall supervise the activities of each subadministrator.