Common use of Execution of Transactions Clause in Contracts

Execution of Transactions. S2 shall be responsible for negotiating the terms and arrangements for the execution of buys and sells of portfolio securities for the Fund with its approved brokers. The Sub-Adviser may place orders pursuant to its investment determinations for the Fund either directly with the issuer or with any broker or dealer approved by the Fund according to the notice provided by AAAMCO under Section 3 hereto. S2 will arrange for the execution of securities brokerage transactions for the Fund through broker-dealers that they reasonably believe will provide “best execution.” Subject to the provisions of Section 28(e) of the Securities Exchange Act of 1934, as amended, S2 may effect securities transactions which cause the Fund to pay an amount of commission in excess of the amount of commission another broker or dealer would have charged, provided that S2 determined in good faith that such amount of commission is reasonable in relation to the value of brokerage and research services provided by the broker or dealer utilized by S2. However, a broker’s or dealer's sale or promotion of Fund shares shall not be a factor considered by S2 or its personnel responsible for selecting brokers or dealers to effect securities transactions on behalf of the Fund, nor shall S2 enter into any agreement or understanding under which it will direct brokerage transactions or revenue generated by those transactions to brokers or dealers to pay for distribution of Fund shares. In no instance will portfolio securities be purchased from or sold to the Trust's principal underwriter(s), AAAMCO, S2, or any affiliated person of the Trust, the Trust's principal underwriter(s), AAAMCO or S2, except to the extent permitted by the 1940 Act and the Commission. In addition, S2 may, to the extent permitted by applicable law, aggregate purchase and sale orders of portfolio securities with similar orders being made simultaneously for other accounts managed by S2 or its affiliates, if in S2’s reasonable judgment such aggregation shall result in an overall economic benefit to the Fund, taking into consideration the selling or purchase price, brokerage commissions and other expenses. In the event that a purchase or sale of an asset of the Fund occurs as part of any aggregate sale or purchase orders, the objective of S2 and any of its affiliates involved in such transaction shall be to allocate the securities or other assets so purchased or sold, as well as expenses incurred in the transaction, among the Fund and other accounts in an equitable manner. Nevertheless, it is acknowledged that under some circumstances, such allocation may adversely affect the Fund with respect to the price or size of the portfolio securities obtainable or salable. Whenever the Fund and one or more other investment advisory clients of S2 have available funds for investment, investments suitable and appropriate for each will be allocated in a manner believed by S2 to be equitable to each, although such allocation may result in a delay in one or more client accounts being fully invested that would not occur if such an allocation were not made. Moreover, it is possible that due to differing investment objectives or for other reasons, S2 and its affiliates may purchase securities or other instruments of an issuer for one client and at approximately the same time recommend selling or sell the same or similar types of securities or instruments for another client. S2 will not arrange purchases or sales of securities or other assets between the Fund and other accounts advised by S2 or its affiliates unless (a) such purchases or sales are in accordance with applicable law (including, if applicable, Rule 17a-7 under the ▇▇▇▇ ▇▇▇) and the Fund’s policies and procedures, (b) S2 determines the purchase or sale is in the best interests of the Fund and (c) the Trustees have approved these types of transactions.

Execution of Transactions. S2 shall be responsible for negotiating Unless otherwise set forth in the Registration Statement or directed by the Trust, SSGA FM will, in selecting brokers or dealers to effect transactions on behalf of the Funds, seek the best overall terms and arrangements available. In so doing, SSGA FM may consider the breadth of the market for the execution investment, the price of buys the security, the size and sells difficulty of portfolio securities for the Fund with its approved brokers. The Sub-Adviser may place orders pursuant to its investment determinations for order, the Fund either directly with willingness of the issuer or with any broker or dealer approved to position, the reliability, financial condition and execution and operational capabilities of the broker or dealer, and the reasonableness of the commission or size of the dealer's "spread," if any, for the specific transaction and on a continuing basis. SSGA FM may also consider brokerage and research services provided to the Funds and/or other accounts over which SSGA FM or its affiliates exercise investment discretion. The Trust recognizes the desirability of SSGA FM's having access to supplemental investment and market research and security and economic analyses provided by brokers and that those brokers may execute brokerage transactions at a higher cost to a Fund than would be the case if the transactions were executed on the basis of the most favorable price and efficient execution. To the extent permitted by applicable law and regulations, SSGA FM 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 or dealer that provides brokerage and research services to SSGA FM an amount of commission for effecting a portfolio investment transaction in excess of the amount of commission that another broker or dealer would have charged for effecting that transaction, if SSGA FM 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 or dealer, viewed in terms of either that particular transaction or SSGA FM's overall responsibilities with respect to the Fund according and to the notice provided by AAAMCO under Section 3 heretoother clients of SSGA FM as to which SSGA FM exercises investment discretion. S2 will arrange The Trust hereby agrees that any entity or person associated with SSGA FM which is a member of a national securities exchange is authorized to effect any transaction on such exchange for the execution account of securities brokerage transactions for the any Fund through broker-dealers that they reasonably believe will provide “best execution.” Subject to the provisions of which is permitted by Section 28(e11(a) of the Securities Exchange Act of 1934, as amended, S2 may effect securities transactions . In any case in which cause the Fund to pay an amount of commission in excess of the amount of commission another broker there are two or dealer would have charged, provided that S2 determined in good faith that such amount of commission is reasonable in relation to the value of brokerage and research services provided by the broker or dealer utilized by S2. However, a broker’s or dealer's sale or promotion of Fund shares shall not be a factor considered by S2 or its personnel more sub-advisers responsible for selecting brokers or dealers providing investment advice to effect securities transactions a Fund, SSGA FM may enter into a transaction on behalf of the Fund, nor shall S2 enter into any agreement Fund with a sub-adviser of the Fund (or understanding under which it will direct brokerage transactions or revenue generated by those transactions to brokers or dealers to pay for distribution of Fund shares. In no instance will portfolio securities be purchased from or sold to the Trust's principal underwriter(s), AAAMCO, S2, or any an affiliated person of the Trustsuch sub-adviser) in reliance on Rule 10f-3, the Trust's principal underwriter(s)Rule 17a-10, AAAMCO or S2, except to the extent permitted by Rule 12d3-1 under the 1940 Act and Act, only if (i) SSGA FM is responsible for providing investment advice with respect to a portion of the Commission. In addition, S2 may, to the extent permitted by applicable law, aggregate purchase and sale orders portfolio of portfolio securities with similar orders being made simultaneously for other accounts managed by S2 or its affiliates, if in S2’s reasonable judgment such aggregation shall result in an overall economic benefit to the Fund, taking into consideration the selling or purchase price, brokerage commissions and other expenses. In the event that a purchase or sale assets of an asset of the Fund occurs as part of any aggregate sale or purchase orders, the objective of S2 and any of its affiliates which portion are involved in such transaction shall be to allocate the securities or other assets so purchased or sold, as well as expenses incurred in the contemplated transaction, among and (ii) the Fund and other accounts in an equitable manner. Nevertheless, it sub-adviser is acknowledged that under some circumstances, such allocation may adversely affect the Fund responsible for providing investment advice with respect to the price or size a separate portion of the portfolio securities obtainable or salable. Whenever the Fund and one or more other investment advisory clients of S2 have available funds for investment, investments suitable and appropriate for each will be allocated in a manner believed by S2 to be equitable to each, although such allocation may result in a delay in one or more client accounts being fully invested that would not occur if such an allocation were not made. Moreover, it is possible that due to differing investment objectives or for other reasons, S2 and its affiliates may purchase securities or other instruments of an issuer for one client and at approximately the same time recommend selling or sell the same or similar types of securities or instruments for another client. S2 will not arrange purchases or sales of securities or other assets between the Fund and other accounts advised by S2 or its affiliates unless (a) such purchases or sales are in accordance with applicable law (including, if applicable, Rule 17a-7 under the ▇▇▇▇ ▇▇▇) and the Fund’s policies and procedures, (b) S2 determines the purchase or sale is in the best interests of the Fund and (c) the Trustees have approved these types of transactions.

Execution of Transactions. S2 shall be responsible for negotiating Unless otherwise set forth in the Registration Statement or directed by the Trust, SSGA FM will, in selecting brokers or dealers to effect transactions on behalf of the Funds, seek the best overall terms and arrangements available. In so doing, SSGA FM may consider the breadth of the market for the execution investment, the price of buys the security, the size and sells difficulty of portfolio securities for the Fund with its approved brokers. The Sub-Adviser may place orders pursuant to its investment determinations for order, the Fund either directly with willingness of the issuer or with any broker or dealer approved to position, the reliability, financial condition and execution and operational capabilities of the broker or dealer, and the reasonableness of the commission or size of the dealer's "spread," if any, for the specific transaction and on a continuing basis. SSGA FM may also consider brokerage and research services provided to the Funds and/or other accounts over which SSGA FM or its affiliates exercise investment discretion. The Company recognizes the desirability of SSGA FM's having access to supplemental investment and market research and security and economic analyses provided by brokers and that those brokers may execute brokerage transactions at a higher cost to a Fund than would be the case if the transactions were executed on the basis of the most favorable price and efficient execution. To the extent permitted by applicable law and regulations, SSGA FM 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 or dealer that provides brokerage and research services to SSGA FM an amount of commission for effecting a portfolio investment transaction in excess of the amount of commission that another broker or dealer would have charged for effecting that transaction, if SSGA FM 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 or dealer, viewed in terms of either that particular transaction or SSGA FM's overall responsibilities with respect to the Fund according and to the notice provided by AAAMCO under Section 3 heretoother clients of SSGA FM as to which SSGA FM exercises investment discretion. S2 will arrange The Company hereby agrees that any entity or person associated with SSGA FM which is a member of a national securities exchange is authorized to effect any transaction on such exchange for the execution account of securities brokerage transactions for the any Fund through broker-dealers that they reasonably believe will provide “best execution.” Subject to the provisions of which is permitted by Section 28(e11(a) of the Securities Exchange Act of 1934, as amended, S2 may effect securities transactions . In any case in which cause the Fund to pay an amount of commission in excess of the amount of commission another broker there are two or dealer would have charged, provided that S2 determined in good faith that such amount of commission is reasonable in relation to the value of brokerage and research services provided by the broker or dealer utilized by S2. However, a broker’s or dealer's sale or promotion of Fund shares shall not be a factor considered by S2 or its personnel more sub-advisers responsible for selecting brokers or dealers providing investment advice to effect securities transactions a Fund, SSGA FM may enter into a transaction on behalf of the Fund, nor shall S2 enter into any agreement Fund with a sub-adviser of the Fund (or understanding under which it will direct brokerage transactions or revenue generated by those transactions to brokers or dealers to pay for distribution of Fund shares. In no instance will portfolio securities be purchased from or sold to the Trust's principal underwriter(s), AAAMCO, S2, or any an affiliated person of the Trustsuch sub-adviser) in reliance on Rule 10f-3, the Trust's principal underwriter(s)Rule 17a-10, AAAMCO or S2, except to the extent permitted by Rule 12d3-1 under the 1940 Act and Act, only if (i) SSGA FM is responsible for providing investment advice with respect to a portion of the Commission. In addition, S2 may, to the extent permitted by applicable law, aggregate purchase and sale orders portfolio of portfolio securities with similar orders being made simultaneously for other accounts managed by S2 or its affiliates, if in S2’s reasonable judgment such aggregation shall result in an overall economic benefit to the Fund, taking into consideration the selling or purchase price, brokerage commissions and other expenses. In the event that a purchase or sale assets of an asset of the Fund occurs as part of any aggregate sale or purchase orders, the objective of S2 and any of its affiliates which portion are involved in such transaction shall be to allocate the securities or other assets so purchased or sold, as well as expenses incurred in the contemplated transaction, among and (ii) the Fund and other accounts in an equitable manner. Nevertheless, it sub-adviser is acknowledged that under some circumstances, such allocation may adversely affect the Fund responsible for providing investment advice with respect to the price or size a separate portion of the portfolio securities obtainable or salable. Whenever the Fund and one or more other investment advisory clients of S2 have available funds for investment, investments suitable and appropriate for each will be allocated in a manner believed by S2 to be equitable to each, although such allocation may result in a delay in one or more client accounts being fully invested that would not occur if such an allocation were not made. Moreover, it is possible that due to differing investment objectives or for other reasons, S2 and its affiliates may purchase securities or other instruments of an issuer for one client and at approximately the same time recommend selling or sell the same or similar types of securities or instruments for another client. S2 will not arrange purchases or sales of securities or other assets between the Fund and other accounts advised by S2 or its affiliates unless (a) such purchases or sales are in accordance with applicable law (including, if applicable, Rule 17a-7 under the ▇▇▇▇ ▇▇▇) and the Fund’s policies and procedures, (b) S2 determines the purchase or sale is in the best interests of the Fund and (c) the Trustees have approved these types of transactions.

Execution of Transactions. S2 shall be responsible for negotiating Unless otherwise set forth in the Registration Statement or directed by the Trust, SSGA FM will, in selecting brokers or dealers to effect transactions on behalf of the Funds, seek the best overall terms and arrangements available. In so doing, SSGA FM may consider the breadth of the market for the execution investment, the price of buys the security, the size and sells difficulty of portfolio securities for the Fund with its approved brokers. The Sub-Adviser may place orders pursuant to its investment determinations for order, the Fund either directly with willingness of the issuer or with any broker or dealer approved to position, the reliability, financial condition and execution and operational capabilities of the broker or dealer, and the reasonableness of the commission or size of the dealer’s “spread,” if any, for the specific transaction and on a continuing basis. SSGA FM may also consider brokerage and research services provided to the Funds and/or other accounts over which SSGA FM or its affiliates exercise investment discretion. The Trust recognizes the desirability of SSGA FM’s having access to supplemental investment and market research and security and economic analyses provided by brokers and that those brokers may execute brokerage transactions at a higher cost to a Fund than would be the case if the transactions were executed on the basis of the most favorable price and efficient execution. To the extent permitted by applicable law and regulations, SSGA FM 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 or dealer that provides brokerage and research services to SSGA FM an amount of commission for effecting a portfolio investment transaction in excess of the amount of commission that another broker or dealer would have charged for effecting that transaction, if SSGA FM 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 or dealer, viewed in terms of either that particular transaction or SSGA FM’s overall responsibilities with respect to the Fund according and to the notice provided by AAAMCO under Section 3 heretoother clients of SSGA FM as to which SSGA FM exercises investment discretion. S2 will arrange The Trust hereby agrees that any entity or person associated with SSGA FM which is a member of a national securities exchange is authorized to effect any transaction on such exchange for the execution account of securities brokerage transactions for the any Fund through broker-dealers that they reasonably believe will provide “best execution.” Subject to the provisions of which is permitted by Section 28(e11(a) of the Securities Exchange Act of 1934, as amended, S2 may effect securities transactions . In any case in which cause the Fund to pay an amount of commission in excess of the amount of commission another broker there are two or dealer would have charged, provided that S2 determined in good faith that such amount of commission is reasonable in relation to the value of brokerage and research services provided by the broker or dealer utilized by S2. However, a broker’s or dealer's sale or promotion of Fund shares shall not be a factor considered by S2 or its personnel more sub-advisers responsible for selecting brokers or dealers providing investment advice to effect securities transactions a Fund, SSGA FM may enter into a transaction on behalf of the Fund, nor shall S2 enter into any agreement Fund with a sub-adviser of the Fund (or understanding under which it will direct brokerage transactions or revenue generated by those transactions to brokers or dealers to pay for distribution of Fund shares. In no instance will portfolio securities be purchased from or sold to the Trust's principal underwriter(s), AAAMCO, S2, or any an affiliated person of the Trustsuch sub-adviser) in reliance on Rule 10f-3, the Trust's principal underwriter(s)Rule 17a-10, AAAMCO or S2, except to the extent permitted by Rule 12d3-1 under the 1940 Act and Act, only if (i) SSGA FM is responsible for providing investment advice with respect to a portion of the Commission. In addition, S2 may, to the extent permitted by applicable law, aggregate purchase and sale orders portfolio of portfolio securities with similar orders being made simultaneously for other accounts managed by S2 or its affiliates, if in S2’s reasonable judgment such aggregation shall result in an overall economic benefit to the Fund, taking into consideration the selling or purchase price, brokerage commissions and other expenses. In the event that a purchase or sale assets of an asset of the Fund occurs as part of any aggregate sale or purchase orders, the objective of S2 and any of its affiliates which portion are involved in such transaction shall be to allocate the securities or other assets so purchased or sold, as well as expenses incurred in the contemplated transaction, among and (ii) the Fund and other accounts in an equitable manner. Nevertheless, it sub-adviser is acknowledged that under some circumstances, such allocation may adversely affect the Fund responsible for providing investment advice with respect to the price or size a separate portion of the portfolio securities obtainable or salable. Whenever the Fund and one or more other investment advisory clients of S2 have available funds for investment, investments suitable and appropriate for each will be allocated in a manner believed by S2 to be equitable to each, although such allocation may result in a delay in one or more client accounts being fully invested that would not occur if such an allocation were not made. Moreover, it is possible that due to differing investment objectives or for other reasons, S2 and its affiliates may purchase securities or other instruments of an issuer for one client and at approximately the same time recommend selling or sell the same or similar types of securities or instruments for another client. S2 will not arrange purchases or sales of securities or other assets between the Fund and other accounts advised by S2 or its affiliates unless (a) such purchases or sales are in accordance with applicable law (including, if applicable, Rule 17a-7 under the ▇▇▇▇ ▇▇▇) and the Fund’s policies and procedures, (b) S2 determines the purchase or sale is in the best interests of the Fund and (c) the Trustees have approved these types of transactions.

Execution of Transactions. S2 shall be responsible for negotiating Unless otherwise set forth in the Registration Statement or directed by the Trust, SSGA FM will, in selecting brokers or dealers to effect transactions on behalf of the Funds, seek the best overall terms and arrangements available. In so doing, SSGA FM may consider the breadth of the market for the execution investment, the price of buys the security, the size and sells difficulty of portfolio securities for the Fund with its approved brokers. The Sub-Adviser may place orders pursuant to its investment determinations for order, the Fund either directly with willingness of the issuer or with any broker or dealer approved to position, the reliability, financial condition and execution and operational capabilities of the broker or dealer, and the reasonableness of the commission or size of the dealer’s “spread,” if any, for the specific transaction and on a continuing basis. SSGA FM may also consider brokerage and research services provided to the Funds and/or other accounts over which SSGA FM or its affiliates exercise investment discretion. The Company recognizes the desirability of SSGA FM’s having access to supplemental investment and market research and security and economic analyses provided by brokers and that those brokers may execute brokerage transactions at a higher cost to a Fund than would be the case if the transactions were executed on the basis of the most favorable price and efficient execution. To the extent permitted by applicable law and regulations, SSGA FM 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 or dealer that provides brokerage and research services to SSGA FM an amount of commission for effecting a portfolio investment transaction in excess of the amount of commission that another broker or dealer would have charged for effecting that transaction, if SSGA FM 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 or dealer, viewed in terms of either that particular transaction or SSGA FM’s overall responsibilities with respect to the Fund according and to the notice provided by AAAMCO under Section 3 heretoother clients of SSGA FM as to which SSGA FM exercises investment discretion. S2 will arrange The Company hereby agrees that any entity or person associated with SSGA FM which is a member of a national securities exchange is authorized to effect any transaction on such exchange for the execution account of securities brokerage transactions for the any Fund through broker-dealers that they reasonably believe will provide “best execution.” Subject to the provisions of which is permitted by Section 28(e11(a) of the Securities Exchange Act of 1934, as amended, S2 may effect securities transactions . In any case in which cause the Fund to pay an amount of commission in excess of the amount of commission another broker there are two or dealer would have charged, provided that S2 determined in good faith that such amount of commission is reasonable in relation to the value of brokerage and research services provided by the broker or dealer utilized by S2. However, a broker’s or dealer's sale or promotion of Fund shares shall not be a factor considered by S2 or its personnel more sub-advisers responsible for selecting brokers or dealers providing investment advice to effect securities transactions a Fund, SSGA FM may enter into a transaction on behalf of the Fund, nor shall S2 enter into any agreement Fund with a sub-adviser of the Fund (or understanding under which it will direct brokerage transactions or revenue generated by those transactions to brokers or dealers to pay for distribution of Fund shares. In no instance will portfolio securities be purchased from or sold to the Trust's principal underwriter(s), AAAMCO, S2, or any an affiliated person of the Trustsuch sub-adviser) in reliance on Rule 10f-3, the Trust's principal underwriter(s)Rule 17a-10, AAAMCO or S2, except to the extent permitted by Rule 12d3-1 under the 1940 Act and Act, only if (i) SSGA FM is responsible for providing investment advice with respect to a portion of the Commission. In addition, S2 may, to the extent permitted by applicable law, aggregate purchase and sale orders portfolio of portfolio securities with similar orders being made simultaneously for other accounts managed by S2 or its affiliates, if in S2’s reasonable judgment such aggregation shall result in an overall economic benefit to the Fund, taking into consideration the selling or purchase price, brokerage commissions and other expenses. In the event that a purchase or sale assets of an asset of the Fund occurs as part of any aggregate sale or purchase orders, the objective of S2 and any of its affiliates which portion are involved in such transaction shall be to allocate the securities or other assets so purchased or sold, as well as expenses incurred in the contemplated transaction, among and (ii) the Fund and other accounts in an equitable manner. Nevertheless, it sub-adviser is acknowledged that under some circumstances, such allocation may adversely affect the Fund responsible for providing investment advice with respect to the price or size a separate portion of the portfolio securities obtainable or salable. Whenever the Fund and one or more other investment advisory clients of S2 have available funds for investment, investments suitable and appropriate for each will be allocated in a manner believed by S2 to be equitable to each, although such allocation may result in a delay in one or more client accounts being fully invested that would not occur if such an allocation were not made. Moreover, it is possible that due to differing investment objectives or for other reasons, S2 and its affiliates may purchase securities or other instruments of an issuer for one client and at approximately the same time recommend selling or sell the same or similar types of securities or instruments for another client. S2 will not arrange purchases or sales of securities or other assets between the Fund and other accounts advised by S2 or its affiliates unless (a) such purchases or sales are in accordance with applicable law (including, if applicable, Rule 17a-7 under the ▇▇▇▇ ▇▇▇) and the Fund’s policies and procedures, (b) S2 determines the purchase or sale is in the best interests of the Fund and (c) the Trustees have approved these types of transactions.