Duties of the Investment Adviser. A. The Investment Adviser shall continue to have responsibility for all services to be provided to the Fund pursuant to the Advisory Agreement and shall oversee and review the Sub-Adviser's performance of its duties and services under this Agreement.
B. The Investment Adviser has furnished the Sub-Adviser with copies of each of the following documents and will furnish to the Sub-Adviser at its principal office all future amendments and supplements to such documents, if any, as soon as practicable after such documents become available:
(1) The Transamerica IDEX Declaration of Trust and By-Laws, as each is in effect on the date hereof and as amended from time to time;
(2) Certified resolutions of the Board authorizing the appointment of the Investment Adviser and the Sub-Adviser and approving this Agreement;
(3) The Transamerica IDEX Registration Statement under the 1940 Act and the Securities Act of 1933, on Form N-1A, as filed with the Securities and Exchange Commission ("SEC") relating to the Fund and its shares and all amendments thereto ("Registration Statement"); and
(4) A certified copy of any publicly available financial statement or report prepared for Transamerica IDEX by certified or independent public accountants, and copies of any financial statements or reports made by the Fund to its shareholders or to any governmental body or securities exchange. The Investment Adviser shall furnish the Sub-Adviser with any further documents, materials or information that the Sub-Adviser may reasonably request to enable it to perform its duties pursuant to this Agreement.
C. During the term of this Agreement, the Investment Adviser shall furnish to the Sub-Adviser at its principal office all prospectuses, proxy statements, reports to shareholders, sales documentation, promotional, marketing, advertising and other written, printed or electronic material or performance information or data prepared for distribution to shareholders of the Fund or the public, which include the Xxxx or refer to the Fund, the Sub-Adviser or investment companies or other advisory accounts advised or sponsored by the Sub-Adviser in any way, prior to a use thereof which has not been previously approved by the Sub-Adviser. The Investment Adviser shall not use any such materials without the Sub-Adviser's prior written approval, which approval shall not be unreasonably withheld; and the Investment Adviser shall not use any such materials which do not include the Xxxx if the Sub-Adviser re...
Duties of the Investment Adviser. The Fund hereby employs the Investment Adviser to act as a manager and investment adviser of the Fund and to furnish, or arrange for its affiliates to furnish, the management and investment advisory services described below, subject to the policies of, review by and overall control of the Board of Directors of the Fund, for the period and on the terms and conditions set forth in this Agreement. The Investment Adviser hereby accepts such employment and agrees during such period, at its own expense, to render, or arrange for the rendering of, such services and to assume the obligations herein set forth for the compensation provided for herein. The Investment Adviser and its affiliates for all purposes herein shall be deemed to be independent contractors and, unless otherwise expressly provided or authorized, shall have no authority to act for or represent the Fund in any way or otherwise be deemed agents of the Fund.
Duties of the Investment Adviser. Subject to the broad supervision of the Manager and the Corporation, the Investment Adviser shall provide the Manager with such economic research and securities analysis relating to investments in Singapore and other Pacific Basin countries, other than Japan, as the Manager may request. The Investment Adviser shall continuously review the Fund's holdings of securities of issuers domiciled or based in Pacific Basin countries other than Japan, as the Manager may request, and shall make recommendations as to which such securities shall be purchased, sold or exchanged and what portion of the assets of the Fund shall be held in the various securities in which the Fund invests, subject always to the restrictions of the Articles of Incorporation and By-Laws of the Corporation, as amended from time to time, the provisions of the Investment Company Act and the statements relating to the Fund's investment objective, investment policies and investment restrictions as the same are set forth in the Fund's currently effective prospectus and statement of additional information relating to the shares of the Fund under the Securities Act of 1933, as amended (the "Prospectus" and "Statement of Additional Information", respectively). The Investment Adviser shall make recommendations as to foreign currency matters and the advisability of entering into foreign exchange contracts. The Investment 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 the Fund's investments in Pacific Basin countries other than Japan shall be exercised.
Duties of the Investment Adviser. Section 3.01. Without prejudice to the generality of Article 2 (and in accordance with such procedures as may be agreed from time to time) the Investment Adviser shall:
(a) advise the Investment Manager concerning all actions that it appears to the Investment Adviser would be advantageous to the Company in implementing the investment objective and policies of the Company;
(b) evaluate opportunities for possible investment by the Company and communicate its advice to the Investment Manager;
(c) keep under surveillance and review the Investments for the time being and, as circumstances may require, recommend changes in such Investments;
(d) provide such advice to the Investment Manager on matters related to Investments as the Investment Manager may reasonably require including, without limitation, research and statistical data in relation to the Investments and other matters within the scope of the investment objective and policies of the Company;
(e) advise whether and in what manner all rights conferred by the Investments shall be exercised;
(f) if required by the Investment Manager, prepare material for inclusion in reports of the Company;
(g) make recommendations concerning the desirability of making use of, and, with the consent of the Investment Manager, negotiating, loan facilities as part of the investment strategy of the Company;
(h) provide such information and assistance as may be required in connection with the valuation of the Investments by the Company; and
(i) recommend brokers and dealers to execute Investment transactions in the manner set forth in the Prospectus and, with the authority of the Investment Manager, instruct such brokers or dealers as agents of the Company to execute such transactions.
Section 3.02. The Investment Adviser will not carry on any business for the account of the Company or the Investment Manager if by so doing the Investment Adviser shall knowingly cause the Company or the Investment Manager to become liable to pay any United Kingdom taxes that they would not otherwise be liable to pay.
Section 3.03. The Investment Adviser shall for the purposes of this Agreement be deemed to be an independent contractor and shall, unless otherwise expressly provided or authorized, have no authority to act on behalf of or to represent the Investment Manager or the Company in any way or otherwise be deemed an agent of the Investment Manager or the Company or to have any power to enter into any transaction or otherwise bind the Inves...
Duties of the Investment Adviser. The Trust hereby employs the Investment Adviser to act as a manager and investment adviser of the Total Return Bond Master Portfolio of the Trust and to furnish, or arrange for affiliates to furnish, the management and investment advisory services described below, subject to the policies of, review by and overall control of the Board of Trustees of the Trust, for the period and on the terms and conditions set forth in this Agreement. The Investment Adviser hereby accepts such employment and agrees during such period, at its own expense, to render, or arrange for the rendering of, such services and to assume the obligations herein set forth for the compensation provided for herein. The Investment Adviser and its affiliates shall for all purposes herein be deemed to be independent contractors and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Trust in any way or otherwise be deemed agents of the Trust.
Duties of the Investment Adviser. Subject to the direction and control of the Board of Managers, the Investment Adviser shall:
(a) prepare (or otherwise obtain) and evaluate on both a macroeconomic and microeconomic level any pertinent research; statistical, financial and economic data; and other information necessary or appropriate for the performance of its duties under this Agreement;
(b) identify, evaluate, structure, monitor and dispose of the Company’s investments;
(c) make available and, if requested by entities in which the Company has invested or is proposing to invest, render managerial assistance to, and exercise management rights in, such entities;
(d) determine the securities to be purchased by the Company, and continuously monitor such securities and the issuers thereof to determine whether and when to sell, exchange or take any other action concerning such securities including the making of follow-on investments in portfolio companies when appropriate;
(e) determine whether and how to exercise warrants, voting rights or other rights with respect to the Company’s portfolio securities;
(f) select broker-dealers to carry out the Company’s securities transactions, including broker-dealers who are affiliated with the Investment Adviser or the Company;
(g) provide valuations with respect to the securities held by the Company consistent with the Company’s valuation policies and procedures as in effect from time to time;
(h) provide, at its expense, office space, equipment, facilities and supplies and clerical services necessary for the operation of the Company;
(i) keep and maintain certain of the books and records of the Company;
(j) assist in the administration of members’ accounts and in communications and correspondence with members;
(k) prepare or assist in the preparation of accounting, management and other reports;
(l) conduct relations with distributors, custodians, depositories, transfer agents, accountants, attorneys, any selling agent, any escrow agent, insurers, banks and such other persons in any such other capacity deemed necessary or desirable for the operation of the Company;
(m) render regular reports to the Company’s officers and the Board of Managers concerning the investment performance of the Company, the Investment Adviser’s discharge of its responsibilities under this Agreement and any other subject as the Company’s officers or the Board of Managers reasonably may request; and
(n) assist the Company’s officers in connection with the operation of the Company a...
Duties of the Investment Adviser. (a) Subject to the supervision of the Board, the Adviser will provide a continuous investment program for each Fund, including investment research and management with respect to all securities, investments and cash equivalents in each Fund. The Adviser will determine from time to time what securities and other investments will be purchased, retained or sold by each Fund. To carry out such decisions, the Adviser hereby is authorized, as agent and attorney-in-fact for the Trust, for the account of, at the risk of and in the name of the Trust, to place orders and issue instructions with respect to those transactions of the Funds. The Adviser will exercise full discretion and act for each Fund in the same manner and with the same force and effect as such Fund itself might or could do with respect to purchases, sales, or other transactions, as well as with respect to all other things necessary or incidental to the furtherance or conduct of such purchases, sales or other transactions.
(b) The Adviser will place orders pursuant to its investment determinations for each Fund either directly with the issuer or through other brokers. In the selection of brokers and the placement of orders for the purchase and sale of portfolio investments for the Funds, the Adviser shall use its best efforts to obtain for the Funds the most favorable price and execution available, except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as described below. In using its best efforts to obtain the most favorable price and execution available, the Adviser, bearing in mind the Trust’s best interests at all times, shall consider all factors it deems relevant, including by way of illustration, price, the size of the transaction, the nature of the market for the security, the amount of the commission, the timing of the transaction taking into account market prices and trends, the reputation, experience and financial stability of the broker involved and the quality of service rendered by the broker in other transactions. Subject to such policies as the Board may determine, the Adviser shall not be deemed to have acted unlawfully or to have breached any duty created by this Agreement or otherwise solely by reason of its having caused a Fund to pay a broker that provides brokerage and research services to the Adviser an amount of commission for effecting a portfolio investment transaction in excess of the amount of commission another bro...
Duties of the Investment Adviser. The Fund hereby employs the Investment Adviser to act as the manager and investment adviser of each Series of the Fund now established and, upon written notice thereof to the Investment Adviser, of each Series established hereafter, and to furnish (or in connection with management services, arrange for affiliates to furnish), the management and investment advisory services described below, subject to the supervision of the Board of Directors of the Fund, for the period and on the terms and conditions set forth in this Agreement. The Investment Adviser hereby accepts such employment and agrees during such period, at its own expense, to render, or arrange for the rendering of, such services and to assume the obligations herein set forth for the compensation provided for herein. In connection therewith, the Investment Adviser may retain subadvisers with respect to one or more Series to render such services and to assume the obligations herein set forth, subject to the provisions of the Investment Company Act. The Investment Adviser and its affiliates shall for all purposes herein be deemed to be independent contractors and shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Fund in any way or otherwise be deemed agents of the Fund.
Duties of the Investment Adviser. The Manager hereby retains the Investment Adviser to act as the investment adviser of the Fund and to furnish the Fund with the investment advisory services described below, subject to the policies of, review by and overall control of the Board of Directors of the Fund, for the period and on the terms and conditions set forth in this Agreement. In addition, the Manager may delegate to the Investment Adviser investment discretion over all or a portion of the Fund's assets. The Investment Adviser hereby accepts such employment and agrees during such period, at its own expense, to render, or arrange for the rendering of, such services and to assume the obligations herein set forth for the compensation provided for herein.
Duties of the Investment Adviser. 4.1 In connection with its obligations hereunder, the Investment Adviser shall, without prejudice to the generality of the foregoing, at the request of the General Partner provide the following services in respect of the Funds:-
(a) conduct and maintain a continuous review of each Fund's investment portfolio;
(b) assist in the identification and evaluation of prospective Portfolio Managers to manage assets for the Funds;
(c) monitor the performance of Portfolio Managers managing assets for the Funds on an ongoing basis.
4.2 In addition, if instructed by the General Partner, the Investment Adviser shall manage directly a portion of the assets of a Fund designated from time to time by the General Partner, including purchasing, selling and otherwise dealing in the assets of the Fund apportioned to the Investment Adviser by the General Partner.
