Common use of Duties of the Investment Adviser Clause in Contracts

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 broker would have charged for effecting that transaction if the Adviser determines in good faith that such amount of commission was reasonable in relation to the value of the brokerage and research services provided by such broker, viewed in terms of either that particular transaction or the Adviser’s overall responsibilities with respect to the Trust and to other clients of the Adviser as to which the Adviser exercises investment discretion. In no instance will portfolio securities of any Fund be purchased from or sold to the Adviser or any affiliated person of the Adviser. The Trust agrees that any entity or person associated with the Adviser that is a member of a national securities exchange is authorized to effect any transaction on such exchange for the account of the Trust which is permitted by Section 11(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder, and the Trust has consented to the retention of compensation for such transactions. (c) The Adviser will send periodic reports to the Board as the Board reasonably may request with respect to portfolio management activities, and also will keep the Board informed of important developments affecting the Trust, the Funds and the Adviser, and on its own initiative, will provide the Board from time to time with such information as the Adviser may believe appropriate for this purpose. The Adviser also will make available to the Board upon request any economic, statistical and investment services normally available to institutional or other customers of the Adviser. (d) The Adviser will from time to time employ or associate with such persons as the Adviser believes to be particularly fitted to assist in the execution of the Adviser’s duties hereunder, the cost of performance of such duties to be borne and paid by the Adviser. No obligation may be incurred on the Trust’s behalf in any such respect. (e) Any of the foregoing functions with respect to any or all Funds may be delegated by the Adviser, at the Adviser’s expense, to another appropriate party (including an affiliated party), subject to such approval by the Board and shareholders of each affected Fund as may be required by the 0000 Xxx. The Adviser shall oversee the performance of delegated functions by any such party and shall furnish to the Trust with such quarterly evaluations and analyses concerning the performance of delegated responsibilities by those parties as the Board reasonably may request.

Duties of the Investment Adviser. (a) a. Subject to the supervision of the Board, the Adviser will provide a continuous investment program for each fro the Fund, including investment research and management with respect to all securities, investments and cash equivalents in each the Fund. The Adviser will determine from time to time what securities and other investments will be purchased, retained or sold by each the Fund. To carry out such decisions, the Adviser hereby is authorized, as agent and attorney-in-fact for the TrustFund, for the account of, at the risk of and in the name of the TrustFund, to place orders and issue instructions with respect to those transactions of the FundsFund. The Adviser will exercise full discretion and act for each the 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 transactionstransaction. (b) b. The Adviser will place orders pursuant to its investment determinations for each the 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 FundsFund, the Adviser shall use its best efforts to obtain for the Funds Fund 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 commissioncommissions, the timing of the transaction transactions taking into account market prices and trends, the reputation, experience and financial stability of the broker involved and the quality of service services 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 reasons of its having caused a the 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 broker would have charged for effecting that transaction if the Adviser determines in good faith that such amount of commission was reasonable in relation to the value of the brokerage and research services provided by such broker, viewed in terms of either that particular transaction or the Adviser’s overall responsibilities with respect to the Trust Fund and to other clients of the Adviser as to which the Adviser exercises investment discretion. In no instance will portfolio securities of any the Fund be purchased from or sold to the Adviser or any affiliated person of the Adviser. The Trust Fund agrees that any entity or person associated with the Adviser that is a member of a national securities exchange is authorized to effect any transaction on such exchange for the account of the Trust Fund which is permitted by Section 11(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder, and the Trust Fund has consented to the retention of compensation for such transactions. (c) c. The Adviser will send periodic reports to the Board as the Board reasonably may request with respect to portfolio management activities, and also will keep the Board informed of important developments affecting the Trust, the Funds Fund and the Adviser, and on its own initiative, will provide the Board from time to time with such information as the Adviser may believe appropriate for this purpose. The Adviser also will make available to the Board upon request any economic, statistical and investment services normally available to institutional or other customers of the Adviser. (d) d. The Adviser will from time to time employ or associate with such persons as the Adviser believes to be particularly fitted to assist in the execution of the Adviser’s duties hereunder, the cost of performance of such duties to be borne and paid by the Adviser. No obligation may be incurred on the TrustFund’s behalf in any such respect. (e) e. Any of the foregoing functions with respect to any or all Funds the Fund may be delegated by the Adviser, at the Adviser’s expense, to another appropriate party (including an affiliated party), subject to such approval by the Board and shareholders of each affected Fund as may be required by the 0000 XxxBoard. The Adviser shall oversee the performance of delegated functions by any such party and shall furnish to the Trust with such quarterly evaluations and analyses concerning the performance of delegated responsibilities by those parties as the Board reasonably may request.