Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios and determine the composition of the assets of the Portfolios. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the Portfolios, when these transactions should be executed, and what portion of the assets of the Portfolios should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the Portfolios. To the extent permitted by the written investment policies of the Portfolios, the Portfolio Manager shall make decisions for the Portfolios as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the Portfolios. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. In performing these duties, the Portfolio Manager: (a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser. (b) Shall conform with (i) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC to the Fund, the Adviser or the Portfolio Manager), (ii) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.
Appears in 4 contracts
Samples: Portfolio Management Agreement (Pacific Select Fund), Portfolio Management Agreement (Pacific Select Fund), Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- ’s Board of Trustees (the “Board”) and the Investment Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios and determine the composition of the assets of the Portfolios. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's Portfolios’ assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the Portfolios, when these transactions should be executed, and what portion of the assets of the Portfolios should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the Portfolios. To the extent permitted by the written investment policies of the Portfolios, the Portfolio Manager shall make decisions for the Portfolios as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the Portfolios. The Portfolio Manager is authorized to and shall exercise tender offers, exchange offers and to vote proxies on behalf of the each Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC to the Fund, to the Investment Adviser (as provided to the Portfolio Manager by the Investment Adviser), or to the Portfolio Manager), (ii2) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to the Portfolio Manager, (iv4) with the Portfolio's Fund’s objectives, investment policies and investment restrictions as stated in the Fund's ’s Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's ’s Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "“1933 Act"”) and the 1940 Act, as supplemented or amended from time to timetime (the “Registration Statement”), (6) Section 851(b)(2) and (3) of Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), (7) the provisions of Section 817(h) of the Code, applicable to the Portfolio; and (8) any other applicable laws and regulations, including without limitation, proxy voting regulations.
(b) will (i) use its best efforts to identify each position in the Portfolios that constitutes stock in a Passive Foreign Investment Company (“PFIC”), as that term is defined in Section 1296 of the Code, and (ii) make such determinations and inform the Investment Adviser at least annually (or more often and by such date(s) as the Investment Adviser shall request) of any stock in a PFIC.
(c) is responsible, in connection with its responsibilities under this Section 2, for decisions to buy and sell securities and other investments for the Portfolios, for broker-dealer and futures commission merchant (“FCM”) selection, and for negotiation of commission rates. Until The Portfolio Manager’s primary consideration in effecting a security or other transaction will be to obtain the Adviser delivers any supplements best execution for the Portfolios, taking into account the factors specified in the Prospectus and Statement of Additional Information for the Fund, as they may be amended or amendments supplemented from time to time and furnished to the Portfolio Manager. Subject to such policies as the Board may determine and consistent with Section 28(e) of the Securities Exchange Act of 1934, as amended (the “1934 Act”), the Portfolio Manager shall not be fully protected deemed to have acted unlawfully or to have breached any duty created by this Agreement or otherwise solely by reason of its having caused the Portfolios to pay a broker or dealer, acting as agent, for effecting a Portfolio transaction at a price in relying excess of the amount of commission another broker or dealer would have charged for effecting that transaction, if the Portfolio Manager 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 the Portfolio Manager’s (or its affiliates’) overall responsibilities with respect to the Portfolios and to its other clients as to which it exercises investment discretion. To the extent consistent with these standards, and in accordance with Section 11(a) of the 1934 Act and Rule 11a2-2(T) thereunder, and subject to any other applicable laws and regulations including Section 17(e) of the 1940 Act, the Portfolio Manager is further authorized to place orders on behalf of the Fund's Portfolios through the Portfolio Manager if the Portfolio Manager is registered as a broker or dealer with the SEC or as a FCM with the Commodities Futures Trading Commission (“CFTC”), through any of its affiliates that are brokers or dealers or FCMs or such other entities which provide similar services in foreign countries, or through such brokers and dealers that also provide research or statistical research and material, or other services to the Portfolios or the Portfolio Manager. Such allocation shall be in such amounts and proportions as the Portfolio Manager shall determine consistent with the above standards, and, upon request, the Portfolio Manager will report on said allocation to the Investment Adviser and Board, indicating the brokers, dealers or FCMs to which such allocations have been made the basis therefor. The Portfolio Manager is authorized to open brokerage accounts on behalf of the Portfolios in accordance with Fund procedures. The Portfolio Manager shall not direct brokerage to any broker-dealer in recognition of, or otherwise take into account in making brokerage allocation decisions, sales of shares of a Portfolio or of any other investment vehicle by that broker-dealer.
(d) may, on occasions when the purchase or sale of a security is deemed to be in the best interest of a Portfolio as well as any other investment advisory clients, to the extent permitted by applicable laws and regulations, but shall not be obligated to, aggregate the securities to be so sold or purchased with those of its other clients where such aggregation is not inconsistent with the policies set forth in the Registration Statement previously as furnished to the Portfolio Manager Manager. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by the Portfolio Manager in a manner that is fair and equitable and consistent with the Portfolio Manager’s fiduciary obligations to the Portfolios and to such other clients.
(e) will, in connection with the purchase and sale of securities for the Portfolios, together with the Investment Adviser, arrange for the transmission to the custodian and recordkeeping agent for the Fund, on a daily basis, such confirmation(s), trade tickets, and other documents and information, including, but not limited to, Cusip, Sedol, or other numbers that identify securities to be purchased or sold on behalf of the Portfolios, as may be reasonably necessary to enable the custodian and recordkeeping agent to perform its administrative and recordkeeping responsibilities with respect to the Portfolios, and with respect to Portfolio securities to be purchased or sold through the Depository Trust Company, will arrange for the automatic transmission of the confirmation of such trades to the Fund’s custodian and recordkeeping agent, and, if required, the Investment Adviser. The Portfolio Manager agrees to comply with such rules, procedures and time frames as the Fund’s custodian may set or provide with respect to the clearance and settlement of transactions for a Portfolio. Any Portfolio assets shall be delivered directly to the Fund’s custodian.
(f) will provide assistance to the Investment Adviser, custodian or recordkeeping agent for the Fund in determining or confirming, consistent with the procedures and policies stated in the Fund’s valuation procedures and/or the Registration Statement, the value of any portfolio securities or other assets of the Portfolios for which the Investment Adviser, custodian or recordkeeping agent seeks assistance from the Portfolio Manager or identifies for review by the Portfolio Manager. This assistance includes (but is not limited to): (i) designating and providing access to one or more employees of the Portfolio Manager who are knowledgeable about the security/issuer, its financial condition, trading and/or other relevant factors for valuation, which employees shall be available for consultation when the Board’s Valuation Committee convenes; (ii) notifying the Investment Adviser in the event the Portfolio Manager determines, with respect to a security that is held both by the Portfolio and by another account managed by the Portfolio Manager, of the value of such security pursuant to the Portfolio Manager’s procedures for determining the fair value of a security; (iii) obtaining bids and offers or quotes from broker/dealers or market-makers with respect to securities held by the Portfolios, upon the request of the Investment Adviser or custodian; (iv) verifying pricing and providing fair valuations or recommendations for fair valuations in accordance with the Fund’s valuation procedures, as they may be amended from time to time; and (v) maintaining adequate records and written backup information with respect to the securities valuation services provided hereunder, and providing such information to the Investment Adviser or the Fund upon request. Such records shall be deemed Fund records.
(g) will maintain and preserve such records related to each Portfolio’s transactions as required under the 1940 Act and the Advisers Act. The Portfolio Manager will make available to the Fund and the Investment Adviser promptly upon request, any of the Portfolios’ investment records and ledgers maintained by the Portfolio Manager (which shall not include the records and ledgers maintained by the custodian and recordkeeping agent for the Fund), as are necessary to assist the Fund and the Investment Adviser in complying with requirements of the 1940 Act and the Advisers Act, as well as other applicable laws, and will furnish to regulatory authorities having the requisite authority any information or reports in connection with such services which may be requested in order to ascertain whether the operations of the Fund are being conducted in a manner consistent with applicable laws and regulations.
(h) will regularly report to the Board on the investment program for the Portfolios and the issuers and securities represented in the Portfolios, and will furnish the Board, with respect to the Portfolios, such periodic and special reports as the Board and the Investment Adviser may reasonably request, including, but not limited to, reports concerning transactions and performance of each Portfolio, a monthly compliance checklist, monthly tax compliance worksheet, reports regarding compliance with the Fund’s procedures pursuant to Rules 17e-1, 17a-7, 10f-3 and 12d3-1 under the 1940 Act, fundamental investment restrictions, procedures for opening brokerage accounts and commodity trading accounts, liquidity determination of securities purchased pursuant to Rule 144A and 4(2) commercial paper, IOs/POs, and compliance with the Portfolio Manager’s Code of Ethics, and such other procedures or requirements that the Investment Adviser may reasonably request from time to time.
(i) will adopt a written Code of Ethics complying with the requirements of Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Advisers Act and will provide the Investment Adviser and the Fund with a copy of the Code of Ethics, together with evidence of its
Appears in 4 contracts
Samples: Portfolio Management Agreement (Pacific Select Fund), Portfolio Management Agreement (Pacific Select Fund), Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Portfolio and determine the composition of the assets of the PortfoliosPortfolio, including determination of the purchase, retention, or sale of the securities, cash, and other investments, including futures contracts and options thereon, for the Portfolio. The Portfolio Manager will provide investment research and analysis, which may include consist of computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash securities and other investments, including futures and options contracts, if any, investments that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosPortfolio, when these transactions should be executed, and what portion of the assets of the Portfolios Portfolio should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosPortfolio. To the extent permitted by the written investment policies of the PortfoliosPortfolio, the Portfolio Manager shall make decisions for the Portfolios Portfolio as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosPortfolio. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the PortfolioFund, each as the Portfolio Manager determines is in the best interest of the PortfolioFund. In performing these duties, the Portfolio Manager:
(a) Will (i1) manage each of the Portfolios Portfolio so that it will meet the requirements of Section 851(b)(2) and (3) qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and (ii2) manage the Portfolios Portfolio so as to ensure compliance by the Portfolios Portfolio with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios Portfolio in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the Fund, the Adviser or the Portfolio Manager), (ii2) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio ManagerTrustees, (iv4) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio ManagerInformation, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.
Appears in 3 contracts
Samples: Portfolio Management Agreement (Pacific Select Fund), Portfolio Management Agreement (Pacific Select Fund), Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject Portfolio Manager shall, subject to the supervision of the Pacific Select Fund's ------------------------- Board of Trustees and the Investment Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios and determine the composition of the assets of the Portfolios. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, investment and reinvestment of the Portfolio's Portfolios' assets by determining the securities, cash and other investments, including including, but not limited to, futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the Portfolios, when these transactions should be executed, and what portion of the assets of the Portfolios should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the Portfolios. To the extent permitted by the written investment policies of the PortfoliosPortfolios and in accordance with the Portfolio Manager's judgment, the Portfolio Manager shall may make decisions for the Portfolios as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the Portfolios. The Absent specific written instructions to the contrary provided to the Portfolio Manager by the Investment Adviser, Portfolio Manager is responsible for and authorized to and shall exercise tender offers and exchange offers, exchange offers and to shall vote proxies on behalf of the each Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC to the Fund, the Investment Adviser or the Portfolio Manager and received by the Portfolio Manager), (ii2) with all other applicable federal and state laws and regulations pertaining to registered open-end investment management companies and vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv4) with the PortfolioFund's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Investment Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement Statement, procedures, policies and guidelines previously furnished to the Portfolio Manager by the Investment Advise, (6) Section 851(b)(2) and (3) of Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"), (7) the provisions of Section 817(h) of the Code, applicable to the Portfolio and (8) any other applicable laws and regulations including without limitation, proxy voting regulations.
(b) Is responsible, in connection with its responsibilities under this Section 2, for decisions to buy and sell securities and other investments for the Portfolios, for broker-dealer and futures commission merchant ("FCM") selection, and for negotiation of commission rates. Absent instructions from Investment Adviser to the contrary, Portfolio Manager shall place all orders for the purchase and sale of securities for the Portfolio(s) with brokers or dealers selected by Portfolio Manager, which may include brokers or dealers affiliated with Portfolio Manager. Purchase or sell orders for the Portfolios may be aggregated with contemporaneous purchase or sell orders of other clients of Portfolio Manager. Portfolio Manager shall use its best efforts to obtain execution of Portfolio transactions at prices that are advantageous to the Portfolios and at commission rates that are reasonable in relation to the benefits received. However, Portfolio Manager may select brokers or dealers on the basis that they provide brokerage research, or other services or products to the Portfolio(s) and/or other accounts serviced by Portfolio Manager. The Portfolio Manager is authorized to open brokerage accounts on behalf of the Portfolios in accordance with Fund procedures. The Portfolio Manager may effect the purchase and sale of securities (which are otherwise publicly traded) in private transactions on such terms and conditions as are customary in such transactions, may use a broker to effect said transactions, and may enter into a contract in which the broker acts either as principal or as agent. The Portfolio Manager's primary consideration in effecting a security or other transaction will be to obtain the best execution for the Portfolios, taking into account the factors specified in the Prospectus and Statement of Additional Information for the Fund, as they may be amended or supplemented from time to time and furnished to the Portfolio Manager. The abilities of a broker-dealer to obtain best execution of particular portfolio transaction(s) will be judged by the Portfolio Manager on the basis of all relevant factors and considerations including, insofar as feasible: the execution capabilities required by the transaction or transactions; the ability and willingness of the broker-dealer to facilitate the Portfolio's portfolio transactions by participating therein for its own account; the importance to the Portfolio of speed, efficiency or confidentiality; the broker-dealer's apparent familiarity with sources from or to whom particular securities might be purchased or sold; as well as any other matters relevant to the selection of a broker-dealer for particular and related transactions of the Portfolio. Subject to such policies as the Board of Trustees may determine and consistent with Section 28(e) of the Securities Exchange Act of 1934, the Portfolio Manager 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 the Portfolio to pay a broker or dealer, acting as agent, for effecting a fund transaction at a price in excess of the amount of commission another broker or dealer would have charged for effecting that transaction, if the Portfolio Manager 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 the Portfolio Manager's (or its affiliates) overall responsibilities with respect to the Portfolios and to its other clients as to which it exercises investment discretion and not all such services or products may be used by the Portfolio Manager in managing the Portfolios. To the extent consistent with these standards, and in accordance with Section 11(a) of the Securities Exchange Act of 1934 and Rule 11a2-2(T) thereunder, and subject to any other applicable laws and regulations including Section 17(e) of the 1940 Act, the Portfolio Manager is further authorized to place orders on behalf of the Portfolios through the Portfolio Manager if the Portfolio Manager is registered as a broker or dealer with the SEC or as a FCM with the Commodities Futures Trading Commission ("CFTC"), to any of its affiliates that are brokers or dealers or FCMs or such other entities which provide similar services in foreign countries, or to such brokers and dealers that also provide research or statistical research and material, or other services to the Portfolios or the Portfolio Manager. Such allocation shall be in such amounts and proportions as the Portfolio Manager shall determine consistent with the above standards, and, upon request, the Portfolio Manager will report on said allocation to the Adviser and Board of Trustees of The Fund, indicating the brokers, dealers or FCMs to which such allocations have been made. The Portfolio Manager shall have no duty or obligation to seek advance competitive bidding for the most favorable commission rate applicable to any particular portfolio transactions or to select any broker-dealer on the basis of its purported or "posted" commission rate but will, to the best of its ability, endeavor to be aware of the current level of the charges of eligible broker-dealers and to minimize the expense incurred by the Portfolios for effecting its portfolio transactions to the extent consistent with the interests of the Portfolio. Subject to the foregoing provisions of this provision, the Portfolio Manager may also consider sales of shares of the Portfolios and other funds advised by Portfolio Manager or its affiliates as a factor in the selection of broker-dealers for the Portfolios' portfolio transactions.
(c) Portfolio Manager shall furnish Investment Adviser monthly, quarterly, and annual reports concerning transactions and performance of each Portfolio in such form as may be mutually agreed upon, and agrees to review and discuss the management of each Portfolio. The Portfolio Manager will select which of its officers and employees to make available pursuant to this provision. Portfolio Manager shall permit the books and records maintained by the Portfolio Manager with respect to each Portfolio to be inspected and audited by the Investment Adviser at all reasonable times during normal business hours. Portfolio Manager shall also provide Investment Adviser and the Fund with such other information and reports as may reasonably be requested by Investment Adviser and the Fund from time to time in such form as may be mutually agreed upon, other than proprietary information and provided that Portfolio Manager shall not be responsible for fund accounting.
(d) Portfolio Manager shall provide to Investment Adviser a copy of Portfolio Manager's Form ADV, and any supplements or amendments thereto, as filed with the Securities and Exchange Commission, on an annual basis, (or more frequently if requested by the Investment Adviser or the Fund's Board of Trustees) and a list of persons who Portfolio Manager wishes to have authorized to give written and/or oral instructions to the Fund's Custodians for the Portfolios' assets.
(e) Portfolio Manager will, in connection with the purchase and sale of securities for the Portfolios, together with Investment Adviser, arrange for the transmission to the custodian, and the recordkeeping agent for the Fund on a daily basis, such confirmation(s), trade tickets, and other documents and information, including, but not limited to Cusip, Sedol, or other numbers that identify securities to be purchased or sold on behalf of each Portfolio, as may be reasonably necessary to enable the custodian and recordkeeping agent to perform its administrative and recordkeeping responsibilities with respect to the Portfolios, and, with respect to the Portfolios' securities to be purchased or sold through the Depository Trust Company, will arrange for the automatic transmission of the confirmation of such trades to the Fund's custodian, recordkeeping agent, and, if required, to the Investment Adviser. Portfolio Manager agrees to comply with such rules, procedures, and time frames as the Fund's custodian may set or provide with respect to the clearance and settlement of transaction for the Fund. Any assets added to the Portfolios shall be delivered directly to the custodian.
(f) Portfolio Manager will assist the custodian and recordkeeping agent for the Fund in determining or confirming, consistent with the procedures and policies stated in the Registration Statement for the Fund, the value of any of the Portfolios' securities or other assets of the Portfolios for which the custodian and recordkeeping agent seeks assistance from Portfolio Manager or identifies for review by Portfolio Manager; provided, however, that the parties acknowledge that Portfolio Manager is not the fund accounting agent for the Portfolios and is not responsible for pricing determinations or calculations and any information provided pursuant to this provision by Portfolio Manager will be provided for information purposes only.
(g) Portfolio Manager will report regularly to the Fund's Board of Trustees on the investment program for each Portfolio and the issuers and securities represented in each Portfolio and will furnish the Fund's Board of Trustees with respect to the Portfolios such periodic and special reports as the Trustees and Investment Adviser may reasonably request, including, but not limited to, the monthly compliance checklist, reports regarding compliance with the Fund's procedures pursuant to Rules 17e-1. 17a-7, 10f-3 and 12d3-1 under the 1940 Act, fundamental investment restrictions, liquidity determination of securities purchased pursuant to Rule 144A and 4(2) commercial paper, and compliance with the Fund's or, if adopted by the Board of Trustees, the Portfolio Manager's Code of Ethics, and such other procedures or requirements that the Fund or Investment Adviser may reasonably request from time to time.
(h) Portfolio Manager shall be responsible for the preparation and filing of Schedule 13G and Form 13F for each Portfolio, on behalf of the Fund. Portfolio Manager shall not be responsible for the preparation or filing of any other reports required of the Fund by any governmental or regulatory agency, except as expressly agreed to in writing.
Appears in 3 contracts
Samples: Portfolio Management Agreement (Pacific Select Fund), Portfolio Management Agreement (Pacific Select Fund), Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's Board ------------------------- Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Portfolio and determine the composition of the assets of the PortfoliosPortfolio, including determination of the purchase, retention, or sale of the securities, cash, and other investments, including futures contracts and options thereon, for the Portfolio. The Portfolio Manager will provide investment research and analysis, which may include consist of computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash securities and other investments, including futures and options contracts, if any, investments that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosPortfolio, when these transactions should be executed, and what portion of the assets of the Portfolios Portfolio should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosPortfolio. To the extent permitted by the written investment policies of the PortfoliosPortfolio, the Portfolio Manager shall make decisions for the Portfolios Portfolio as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosPortfolio. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the PortfolioFund, each as the Portfolio Manager determines is in the best interest of the PortfolioFund. In performing these duties, the Portfolio Manager:
(a) Will (i1) manage each of the Portfolios Portfolio so that it will meet the requirements of Section 851(b)(2) and (3) qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and (ii2) manage the Portfolios Portfolio so as to ensure compliance by the Portfolios Portfolio with the diversification requirements of Section 817(h) of the Internal Revenue Code of 1986 as amended (the "Code") and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios Portfolio in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC to the Fund, the Adviser or the Portfolio Manager and which have been delivered to Portfolio Manager), (ii2) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio ManagerTrustees, (iv4) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio ManagerInformation, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments amendments, to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.
Appears in 2 contracts
Samples: Portfolio Management Agreement (Pacific Select Fund), Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Portfolio and determine the composition of the assets of the PortfoliosPortfolio, including determination of the purchase, retention, or sale of the securities, cash, and other investments, including futures contracts and options thereon, for the Portfolio. The Portfolio Manager will provide investment research and analysis, which may include consist of computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash securities and other investments, including futures and options contracts, if any, investments that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosPortfolio, when these transactions should be executed, and what portion of the assets of the Portfolios Portfolio should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosPortfolio. To the extent permitted by the written investment policies of the PortfoliosPortfolio, the Portfolio Manager shall make decisions for the Portfolios Portfolio as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosPortfolio. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the PortfolioFund, each as the Portfolio Manager determines is in the best interest of the PortfolioFund. In performing these duties, the Portfolio Manager:
(a) Will (i1) manage each of the Portfolios Portfolio so that it will meet the requirements of Section 851(b)(2) and (3) qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and (ii2) manage the Portfolios Portfolio so as to ensure compliance by the Portfolios Portfolio with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios Portfolio in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall In managing the Portfolio or Portfolios, the Portfolio Manager shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC to the Fund, the Adviser or the Portfolio Manager)thereto, (ii2) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio ManagerTrustees, (iv4) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio ManagerInformation, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.
(c) Is responsible, in connection with its responsibilities under this Section 2, for decisions to buy and sell securities and other investments for the Portfolio, for broker-dealer and futures commission merchant ("FCM") selection, and for negotiation of commission rates. The Portfolio Manager's primary consideration in effecting a security or other transaction will be to obtain the best execution for the Portfolio, taking into account the factors specified in the Prospectus and Statement of Additional Information for the Fund, as they may be amended or supplemented from time to time. Subject to such policies as the Board of Trustees may determine and consistent with Section 28(e) of the Securities Exchange Act of 1934, the Portfolio Manager 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 the Portfolio to pay a broker or dealer, acting as agent, for effecting a portfolio transaction at a price in excess of the amount of commission another broker or dealer would have charged for effecting that transaction, if the Portfolio Manager 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 the Portfolio Manager's (or its affiliates) overall responsibilities with respect to the Portfolio and to its other clients as to which it exercises investment discretion. To the extent consistent with these standards, and in accordance with Section 11(a) of the Securities Exchange Act of 1934 and Rule 11a2-2(T) thereunder, and subject to any other applicable laws and regulations including Section 17(e) of the 1940 Act, the Portfolio Manager is further authorized to allocate the orders placed by it on behalf of the Portfolio to the Portfolio Manager if it is registered as a broker or dealer with the SEC or as a FCM with the Commodities Futures Trading Commission ("CFTC"), to any of its affiliates that are registered as a broker or dealer with the SEC or as a FCM with the CFTC, or to such brokers and dealers that also provide research or statistical research and material, or other services to the Portfolio or the Portfolio Manager. Such allocation shall be in such amounts and proportions as the Portfolio Manager shall determine consistent with the above standards, and, upon request, the Portfolio Manager will report on said allocation to the Adviser and Board of Trustees of the Fund, indicating the brokers, dealers or FCMs to which such allocations have been made and the basis therefor.
(d) May, on occasions when the purchase or sale of a security is deemed to be in the best interest of a Portfolio as well as any other investment advisory clients, to the extent permitted by applicable laws and regulations, but shall not be obligated to, aggregate the securities to be so sold or purchased with those of its other clients where such aggregation is not inconsistent with the policies set forth in the Fund's Registration Statement. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by the Portfolio Manager in a manner that is fair and equitable in the judgment of the Portfolio Manager in the exercise of its fiduciary obligations to the Fund and to such other clients.
(e) Will, in connection with the purchase and sale of securities for the Portfolio, together with the Adviser, arrange for the transmission to the custodian and recordkeeping agent for the Fund, on a daily basis, such confirmation(s), trade tickets, and other documents and information, including, but not limited to, Cusip, Sedol, or other numbers that identify securities to be purchased or sold on behalf of the Portfolio, as may be reasonably necessary to enable the custodian and recordkeeping agent to perform its administrative and recordkeeping responsibilities with respect to the Portfolio, and with respect to portfolio securities to be purchased or sold through the Depository Trust Company, will arrange for the automatic transmission of the confirmation of such trades to the Fund's custodian, and recordkeeping agent, and, if required, the Adviser.
(f) Will assist the custodian and recordkeeping agent for the Fund in determining or confirming, consistent with the procedures and policies stated in the Registration Statement for the Fund, the value of any portfolio securities or other assets of the Portfolio for which the custodian and recordkeeping agent seeks assistance from the Portfolio Manager or identifies for review by the Portfolio Manager.
(g) Will make available to the Fund and the Adviser promptly upon request, any of the Portfolio's investment records and ledgers maintained by the Portfolio Manager (which shall not include the records and ledgers maintained by the custodian and recordkeeping agent for the Fund), as are necessary to assist the Fund and the Adviser to comply with requirements of the 1940 Act and the Advisers Act, as well as other applicable laws, and will furnish to regulatory authorities having the requisite authority any information or reports in connection with such services which may be requested in order to ascertain whether the operations of the Fund are being conducted in a manner consistent with applicable laws and regulations.
(h) Will regularly report to the Fund's Board of Trustees on the investment program for the Portfolio and the issuers and securities represented in the Portfolio's portfolio, and will furnish the Fund's Board of Trustees with respect to the portfolio such periodic and special reports as the Trustees and the Adviser may reasonably request.
(i) Will not disclose or use any records or information obtained pursuant to this Agreement (excluding investment research and investment advice) in any manner whatsoever except as expressly authorized in this Agreement or in the ordinary course of business in connection with placing orders for the purchase and sale of securities, and will keep confidential any information obtained pursuant to the Agreement, and disclose such information only if the Board of Trustees of the Fund has authorized such disclosure, or if such disclosure is required by applicable federal or state law or regulations or regulatory authorities having the requisite authority. The Fund and the Adviser will not disclose or use any records or information respecting the Portfolio Manager obtained pursuant to this Agreement in any manner whatsoever except as expressly authorized in this Agreement, and will keep confidential any information obtained pursuant to this Agreement, and disclose such information only as expressly authorized in this Agreement, if the Board of Trustees of the Fund has authorized such disclosure, or if such disclosure is required by applicable federal or state law or regulations or regulatory authorities having the requisite authority.
(j) Shall be responsible for making reasonable inquiries and for reasonably ensuring that any employee of the Portfolio Manager has not, to the best of the Portfolio Manager's knowledge:
(i) been convicted, in the last ten (10) years, of any felony or misdemeanor involving the purchase or sale of any security or arising out of such person's conduct as an underwriter, broker, dealer, investment adviser, municipal securities dealer, government securities broker, government securities dealer, transfer agent, or entity or person required to be registered under the Commodity Exchange Act, or as an affiliated person, salesman, or employee of any investment company, bank, insurance company, or entity or person required to be registered under the Commodity Exchange Act; or
(ii) been permanently or temporarily enjoined by reason of any misconduct, by order, judgment, or decree of any court of competent jurisdiction from acting as an underwriter, broker, dealer, investment adviser, municipal securities dealer, government securities broker, government securities dealer, transfer agent, or entity or person required to be registered under the Commodity Exchange Act, or as an affiliated person, salesman or employee of any investment company, bank, insurance company, or entity or person required to be registered under the Commodity Exchange Act, or from engaging in or continuing any conduct or practice in connection with any such activity or in connection with the purchase or sale of any security.
(k) Shall provide to Adviser a copy of Portfolio Manager's Form ADV as filed with the Securities and Exchange Commission and a list of persons who Portfolio Manager wishes to have authorized to give written and/or oral instructions to Custodians of Fund assets for the Portfolio.
Appears in 2 contracts
Samples: Portfolio Management Agreement (Pacific Select Fund), Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the ------------------------- Fund's ------------------------- Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Portfolio and determine the composition of the assets of the PortfoliosPortfolio, including determination of the purchase, retention, or sale of the securities, cash, and other investments, including futures contracts and options thereon, for the Portfolio. The Portfolio Manager will provide investment research and analysis, which may include consist of computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash securities and other investments, including futures and options contracts, if any, investments that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosPortfolio, when these transactions should be executed, and what portion of the assets of the Portfolios Portfolio should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosPortfolio. To the extent permitted by the written investment policies of the PortfoliosPortfolio, the Portfolio Manager shall make decisions for the Portfolios Portfolio as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosPortfolio. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the PortfolioFund, each as the Portfolio Manager determines is in the best interest of the PortfolioFund. In performing these duties, the Portfolio Manager:
(a) Will (i1) manage each of the Portfolios Portfolio so that it will meet the requirements of Section 851(b)(2) and (3) qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and (ii2) manage the Portfolios Portfolio so as to ensure compliance by the Portfolios Portfolio with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios Portfolio in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the Fund, the Adviser or the Portfolio Manager), (ii2) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio ManagerTrustees, (iv4) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio ManagerInformation, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.
Appears in 2 contracts
Samples: Portfolio Management Agreement (Pacific Select Fund), Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- ------------------------ Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios and determine the composition of the assets of the Portfolios. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the Portfolios, when these transactions should be executed, and what portion of the assets of the Portfolios should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the Portfolios. To the extent permitted by the written investment policies of the Portfolios, the Portfolio Manager shall make decisions for the Portfolios as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the Portfolios. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the Fund, the Adviser or the Portfolio Manager), (ii) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios and determine the composition of the assets of the Portfolios. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the Portfolios, when these transactions should be executed, and what portion of the assets of the Portfolios should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the Portfolios. To the extent permitted by the written investment policies of the Portfolios, the Portfolio Manager shall make decisions for the Portfolios as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the Portfolios. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. In performing these duties, the Portfolio Manager:
(a) Will (i1) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii2) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager in writing of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform (1) with (i) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the Fund, the Adviser or the Portfolio Manager), (ii2) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv4) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement Statement, procedures, policies and guidelines previously furnished to the Portfolio Manager by the Adviser.
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees (the "Board") and the Investment Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Portfolio and determine the composition of the assets of the PortfoliosPortfolio. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosPortfolio, when these transactions should be executed, and what portion of the assets of the Portfolios Portfolio should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosPortfolio. To the extent permitted by the written investment policies of the PortfoliosPortfolio, the Portfolio Manager shall make decisions for the Portfolios Portfolio as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosPortfolio. The Portfolio Manager is authorized to and shall exercise tender offers, exchange offers and to vote proxies on behalf of the each Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. The Portfolio Manager is authorized to open brokerage accounts on behalf of the Portfolio in accordance with Fund procedures. The Portfolio Manager is authorized to enter into futures account agreements, ISDA master agreements and related documents, and to open accounts and take other necessary or appropriate actions related thereto, in accordance with Fund procedures. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC to the Fund, to the Investment Adviser (as provided to the Portfolio Manager by the Investment Adviser), or to the Portfolio Manager), (ii2) with all other applicable federal and state laws rules and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Exchange Act of 1933 1934, as amended (the "1933 1934 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.)
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's Pacific ------------------------- Funds' Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Fund and determine the composition of the assets of the PortfoliosFund, including determination of the purchase, retention, or sale of the securities, cash, and other investments, including futures contracts and options thereon, for the Fund. The Portfolio Manager will provide investment research and analysis, which may include consist of computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the PortfolioFund's assets by determining the securities, cash securities and other investments, including futures and options contracts, if any, investments that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosFund, when these transactions should be executed, and what portion of the assets of the Portfolios Fund should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosFund. To the extent permitted by the written investment policies of the PortfoliosFund, the Portfolio Manager shall make decisions for the Portfolios Fund as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosFund. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the PortfolioPacific Funds, each as the Portfolio Manager determines is in the best interest of the PortfolioPacific Funds. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios Fund so that it will meet the requirements of Section 851(b)(2) and (3) qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the AdviserCode.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC to the FundPacific Funds, the Adviser or the Portfolio Manager and which have been delivered to Portfolio Manager), (ii2) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Pacific Funds' Board of Trustees and furnished to Portfolio ManagerTrustees, (iv4) with the PortfolioFund's objectives, investment policies and investment restrictions as stated in the Fund's Pacific Funds' Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio ManagerInformation, and (5) with the provisions of the Fund's Pacific Funds' Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments amendments, to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Pacific Funds' Registration Statement previously furnished to the Portfolio Manager by the Adviser.
Appears in 1 contract
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios and determine the composition of the assets of the Portfolios, including determination of the purchase, retention, or sale of the securities, cash, and other investments, including futures contracts and options thereon, for the Portfolios. The Portfolio Manager will provide investment research and analysis, which may include consist of computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's Portfolios' assets by determining the securities, cash securities and other investments, including futures and options contracts, if any, investments that shall be purchased, entered into, retained, sold, closed, or exchanged for the Portfolios, when these transactions should be executed, and what portion of the assets of the Portfolios should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the Portfolios. To the extent permitted by the written investment policies of the Portfolios, the Portfolio Manager shall make decisions for the Portfolios as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the Portfolios. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the PortfolioFund, each as the Portfolio Manager determines is in the best interest of the PortfolioFund. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the FundFund and/or the Adviser, provided that the Fund or Adviser notifies Portfolio Manager of any conditions set forth therein, or any no-action letters and exemptive orders which have been granted to the Portfolio Manager)) which the Portfolio Manager shall provide copies of to the Fund and the Adviser, (ii2) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, provided Adviser informs Portfolio Manager of all applicable state insurance laws relating to the investment and management of the Portfolios, including restrictions or limitations on investments in the Portfolios, and further provided that Adviser promptly notifies Portfolio Manager of any changes in such laws or requirements, (iii3) with any applicable written procedures, policies and guidelines and/or guidelines, including but not limited to diversification procedures, adopted by the Fund's Board of Trustees Trustees,or implemented by the Adviser with respect to Portfolio Manager; provided that with respect to procedures governing transactions involving affiliates (such as those adopted pursuant to 1940 Act Rules 17a-7, 17e-1 and furnished to 10f-3), such procedures will identify any affiliate of the Adviser and the Fund, other than affiliates of the Portfolio Manager, (iv4) with the Portfolio's Portfolios' objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager("SAI"), and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.
(b) Is responsible, in connection with its responsibilities under this Section 2, for decisions to buy and sell securities and other investments for the Portfolios, for broker-dealer and futures commission merchant ("FCM") selection, and for negotiation of commission rates. The Portfolio Manager's primary consideration in effecting a security or other transaction will be to obtain the best execution for the Portfolios, taking into account the factors specified in the Prospectus and SAI for the Fund, as they may be amended or supplemented from time to time. Subject to such policies as the Board of Trustees may determine and consistent with Section 28(e) of the Securities Exchange Act of 1934, the Portfolio Manager 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 the Portfolio to pay a broker or dealer, acting as agent, for effecting a portfolio transaction at a price in excess of the amount of commission another broker or dealer would have charged for effecting that transaction, if the Portfolio Manager 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 the Portfolio Manager's (or its affiliates) overall responsibilities with respect to the Portfolios and to its other clients as to which it exercises investment discretion. To the extent consistent with these standards, and in accordance with Section 11(a) of the Securities Exchange Act of 1934 and Rule 11a2-2(T) thereunder, and subject to any other applicable laws and regulations including Section 17(e) of the 1940 Act, the Portfolio Manager is further authorized to place orders on behalf of the Portfolios through the Portfolio Manager or any affiliate thereof if the Portfolio Manager or its affiliate is registered as a broker or dealer with the SEC or as a FCM with the Commodities Futures Trading Commission ("CFTC"), to any of its affiliates that are brokers or dealers or FCMs or such other entities which provide similar services in foreign countries, or to such brokers or dealers that also provide research or statistical research and material, or other services to the Portfolios or the Portfolio Manager. Such allocation shall be in such amounts and proportions as the Portfolio Manager shall determine consistent with the above standards, and, upon request, the Portfolio Manager will report on said allocation to the Adviser and Board of Trustees of the Fund, indicating the brokers, dealers or FCMs to which such allocations have been made and the basis therefor.
(c) May, on occasion when the purchase or sale of a security is deemed to be in the best interest of a Portfolio as well as any other investment advisory clients, to the extent permitted by applicable laws and regulations, but shall not be obligated to, aggregate the securities to be so sold or purchased with those of its other clients where such aggregation is not inconsistent with the policies set forth in the Fund's Registration Statement. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by the Portfolio Manager in a manner that is fair and equitable in the judgment of the Portfolio Manager in the exercise of its fiduciary obligations to the Fund and to such other clients.
(d) Will, in connection with the purchase and sale of securities for the Portfolios, together with the Adviser, arrange for the transmission to the custodian and recordkeeping agent for the Fund, on a daily basis, such confirmation(s), trade tickets, and other documents and information, including, but not limited to, Cusip, Sedol, or other numbers that identify securities to be purchased or sold on behalf of the Portfolio, as may be reasonably necessary to enable the custodian and recordkeeping agent to perform its administrative and recordkeeping responsibilities with respect to the Portfolios, and with respect to portfolio securities to be purchased or sold through the Depository Trust Company, will arrange for the automatic transmission of the confirmation of such trades to the Fund's custodian, and recordkeeping agent, and, if required, the Adviser.
(e) Will assist the custodian and recordkeeping agent for the Fund in determining or confirming, consistent with the procedures and policies stated in the Registration Statement for the Fund, the value of any portfolio securities or other assets of the Portfolios for which the custodian and recordkeeping agent seeks assistance from the Portfolio Manager or identifies for review by the Portfolio Manager. In this regard, the Portfolio Manager may be required, if requested by the Fund's Adviser or custodian and recordkeeping agent, to obtain and provide broker and/or market-maker quotations, to verify prices obtained from Fund pricing sources, to price portfolio securities for which there is no readily available market and/or to take such other actions as may be required to ensure the Fund is valued at fair market value in accordance with the Fund's pricing procedures.
(f) Will make available to the Fund and the Adviser promptly upon request, any of the Portfolios' investment records and ledgers maintained by the Portfolio Manager (which shall not include the records and ledgers maintained by the custodian and recordkeeping agent for the Fund), as are necessary to assist the Fund and the Adviser to comply with requirements of the 1940 Act and the Advisers Act, as well as other applicable laws, and will furnish to regulatory authorities having the requisite authority any information or reports in connection with such services which may be requested in order to ascertain whether the operations of the Fund are being conducted in a manner consistent with applicable laws and regulations.
(g) Will regularly report to the Fund's Board of Trustees on the investment program for the Portfolios and the issuers and securities represented in the Portfolios' portfolios, and will furnish the Fund's Board of Trustees with respect to the portfolio such periodic and special reports as the Trustees and the Adviser may reasonably request.
(h) Will not disclose or use any records or information obtained pursuant to this Agreement (excluding investment research and investment advice) in any manner whatsoever except as expressly authorized in this Agreement or in the ordinary course of business in connection with placing orders for the purchase and sale of securities or obtaining investment licenses in various countries or the opening of custody accounts and dealing with settlement agents in various countries, and will keep confidential any information obtained pursuant to the Agreement, and disclose such information only if the Board of Trustees of the Fund has authorized such disclosure, or if such disclosure is otherwise made public or is required by applicable federal or state law or regulations or regulatory authorities having the requisite authority, or as may be required by the legal process or in connection with any litigation arising out of the subject matter of this Agreement. The Fund and the Adviser will not disclose or use any records or information respecting the Portfolio Manager obtained pursuant to this Agreement in any manner whatsoever except as expressly authorized in this Agreement, and will keep confidential any information obtained pursuant to this Agreement, and disclose such information only as expressly authorized in this Agreement, if the Board of Trustees of the Fund has authorized such disclosure, or if such disclosure is otherwise made public or is required by applicable federal or state law or regulations or regulatory authorities having the requisite authority, or as may be required by the legal process or in connection with any litigation arising out of the subject matter of this Agreement.
(i) Shall not permit any employee of the Portfolio Manager to have any material connection with the handling of the Portfolios if such employee has:
(i) been convicted, in the last ten (10) years, of any felony or misdemeanor involving the purchase or sale of any security or arising out of such person's conduct as an underwriter, broker, dealer, investment adviser, municipal securities dealer, government securities broker, government securities dealer, transfer agent, or entity or person required to be registered under the Commodity Exchange Act, or as an affiliated person, salesperson, or employee of any investment company, bank, insurance company, or entity or person required to be registered under the Commodity Exchange Act; or
(ii) been permanently or temporarily enjoined by reason of any misconduct, by order, judgment, or decree of any court of competent jurisdiction from acting as an underwriter, broker, dealer, investment adviser, municipal securities dealer, government securities broker, government securities dealer, transfer agent, or entity or person required to be registered under the Commodity Exchange Act, or as an affiliated person, salesperson or employee of any investment company, bank, insurance company, or entity or person required to be registered under the Commodity Exchange Act, or from engaging in or continuing any conduct or practice in connection with any such activity or in connection with the purchase or sale of any security.
(j) Shall provide to Adviser a copy of Portfolio Manager's Form ADV as filed with the SEC and a list of persons who Portfolio Manager wishes to have authorized to give written and/or oral instructions to custodians of Fund assets for the Portfolios.
(k) The Portfolio Manager agrees that it will immediately notify the Fund and the Adviser of any change in the control (as defined in the 0000 Xxx) of the Portfolio Manager.
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios and determine the composition of the assets of the Portfolios. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash securities and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the Portfolios, when these transactions should be executed, and what portion of the assets of the Portfolios should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the Portfolios. To the extent permitted by the written investment policies of the Portfolios, the Portfolio Manager shall make decisions for the Portfolios as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the Portfolios. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the Fund, the Adviser or the Portfolio Manager), (ii) with all other applicable federal and and, as identified by the Adviser, state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- ’s Board of Trustees (the “Board”) and the Investment Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Portfolio and determine the composition of the assets of the PortfoliosPortfolio. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's ’s assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosPortfolio, when these transactions should be executed, and what portion of the assets of the Portfolios Portfolio should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosPortfolio. To the extent permitted by the written investment policies of the PortfoliosPortfolio, the Portfolio Manager shall make decisions for the Portfolios Portfolio as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosPortfolio. The Portfolio Manager is authorized to and shall exercise tender offers, exchange offers and to vote proxies on behalf of the each Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. Portfolio Manager may delegate to any other one or more companies that Portfolio Manager controls, is controlled by, or is under common control with, or to specified employees of any such companies, including Sub-Advisory Affiliates, certain of Portfolio Manager’s duties under this Agreement, provided that any such arrangements are entered into in accordance with all applicable requirements of the 1940 Act. Portfolio Manager acknowledges and agrees that any delegation by Portfolio Manager to one or more persons shall in no way relieve Portfolio Manager of its duties and obligations pursuant to this Agreement, all such duties and obligations under this Agreement shall remain the sole responsibility of Portfolio Manager as if no such delegation had occurred, Portfolio Manager shall at all times provide appropriate supervision and oversight of any such persons, and Portfolio Manager shall be fully responsible and liable for all actions or omissions to act by such persons. Portfolio Manager shall notify the Fund and the Investment Adviser promptly in writing at least ninety (90) days in advance in the event that a Sub-Advisory Agreement is to be amended in any material fashion. Portfolio Manager acknowledges and agrees that the Sub-Advisory Affiliates are not parties to this Agreement and are not intended beneficiaries of this Agreement and that they have no rights under this Agreement. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC to the Fund, the Adviser or the Portfolio Manager), (ii) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject (a) Portfolio Manager shall, subject to the supervision of the Pacific Select Fund's ------------------------- Board of Trustees and the Investment Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios and determine the composition of the assets of the Portfolios. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's Portfolios' assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the Portfolios, when these transactions should be executed, and what portion of the assets of the Portfolios should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the Portfolios. To the extent permitted by the written investment policies of the Portfolios, the Portfolio Manager shall make decisions for the Portfolios as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the Portfolios. The Portfolio Manager is responsible for and authorized to and shall exercise tender offers, exchange offers and to vote proxies on behalf of the each Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC to the Fund, the Investment Adviser or the Portfolio Manager and received by the Portfolio Manager), (ii2) with all other applicable federal and state laws and regulations pertaining to registered open-end investment management companies and vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv4) with the PortfolioFund's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Investment Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement Statement, procedures, policies and guidelines previously furnished to the Portfolio Manager by the Investment Advise, (6) Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"), and (7) the provisions of Section 817(h) of the Code, applicable to the Portfolio.
(c) Is responsible, in connection with its responsibilities under this Section 2, for decisions to buy and sell securities and other investments for the Portfolios, for broker-dealer and futures commission merchant ("FCM") selection, and for negotiation of commission rates. The Portfolio Manager's primary consideration in effecting a security or other transaction will be to obtain the best execution for the Portfolios, taking into account the factors specified in the Prospectus and Statement of Additional Information for the Fund, as they may be amended or supplemented from time to time and furnished to the Portfolio Manager. Subject to such policies as the Board of Trustees may determine and consistent with Section 28(e) of the Securities Exchange Act of 1934, the Portfolio Manager 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 the Portfolio to pay a broker or dealer, acting as agent, for effecting a fund transaction at a price in excess of the amount of commission another broker or dealer would have charged for effecting that transaction, if the Portfolio Manager 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 the Portfolio Manager's (or its affiliates) overall responsibilities with respect to the Portfolios and to its other clients as to which it exercises investment discretion and not all such services or products may be used by the Portfolio Manager in managing the Portfolios. To the extent consistent with these standards, and in accordance with Section 11(a) of the Securities Exchange Act of 1934 and Rule 11a2-2(T) thereunder, and subject to any other applicable laws and regulations including Section 17(e) of the 1940 Act, the Portfolio Manager is further authorized to place orders on behalf of the Portfolios through the Portfolio Manager if the Portfolio Manager is registered as a broker or dealer with the SEC or as a FCM with the Commodities Futures Trading Commission ("CFTC"), to any of its affiliates that are brokers or dealers or FCMs or such other entities which provide similar services in foreign countries, or to such brokers and dealers that also provide research or statistical research and material, or other services to the Portfolios or the Portfolio Manager. Such allocation shall be in such amounts and proportions as the Portfolio Manager shall determine consistent with the above standards, and, upon request, the Portfolio Manager will report on said allocation to the Adviser and Board of Trustees of The Fund, indicating the brokers, dealers or FCMs to which such allocations have been made.
(d) Portfolio Manager shall furnish Investment Adviser monthly, quarterly, and annual reports concerning transactions and performance of each Portfolio in such form as may be mutually agreed upon, and agrees to review and discuss the management of each Portfolio. Portfolio Manager shall permit the financial statements, books and records with respect to each Portfolio to be inspected and audited by the Investment Adviser at all reasonable times during normal business hours. Portfolio Manager shall also provide Investment Adviser and the Fund with such other information and reports as may reasonably be requested by Investment Adviser and the Fund from time to time, other than proprietary information and provided that Portfolio Manager shall not be responsible for Fund accounting.
(e) Portfolio Manager shall provide to Investment Adviser a copy of Portfolio Manager's Form ADV, and any supplements or amendments thereto, as filed with the Securities and Exchange Commission, on an annual basis, (or more frequently if requested by the Investment Adviser or the Fund's Board of Trustees) and a list of persons who Portfolio Manager wishes to have authorized to give written and/or oral instructions to the Fund's Custodians for the Portfolios' assets.
(f) Portfolio Manager will, in connection with the purchase and sale of securities for the Portfolios, together with Investment Adviser, arrange for the transmission to the custodian, and the recordkeeping agent for the Fund on a daily basis, such confirmation(s), trade tickets, and other documents and information, including, but not limited to Cusip, Sedol, or other numbers that identify securities to be purchased or sold on behalf of each Portfolio, as may be reasonably necessary to enable the custodian and recordkeeping agent to perform its administrative and recordkeeping responsibilities with respect to the Portfolios, and, with respect to the Portfolios' securities to be purchased or sold through the Depository Trust Company, will arrange for the automatic transmission of the confirmation of such trades to the Fund's custodian, recordkeeping agent, and, if required, to the Investment Adviser.
(g) Portfolio Manager will assist the custodian and recordkeeping agent for the Fund in determining or confirming, consistent with the procedures and policies stated in the Registration Statement for the Fund, the value of any of the Portfolios' securities or other assets of the Portfolios for which the custodian and recordkeeping agent seeks assistance from Portfolio Manager or identifies for review by Portfolio Manager.
(h) Portfolio Manager will report regularly to the Fund's Board of Trustees on the investment program for each Portfolio and the issuers and securities represented in each Portfolio and will furnish the Fund's Board of Trustees with respect to the Portfolios such periodic and special reports as the Trustees and Investment Adviser may reasonably request, including, but not limited to, the monthly compliance checklist, reports regarding compliance with The Fund's procedures pursuant to Rules 17e-1. 17a-7, 10f-3 and 12d3-1 under the 1940 Act, fundamental investment restrictions, liquidity determination of securities purchased pursuant to Rule 144A and 4(2) commercial paper, and compliance with the Fund's or, if adopted by the Board of Trustees, the Portfolio Manager's Code of Ethics, and such other procedures or requirements that the Fund or Investment Adviser may request from time to time.
(i) Portfolio Manager shall be responsible for the preparation and filing of Schedule 13G and Form 13F for each Portfolio, on behalf of the Fund. Portfolio Manager shall not be responsible for the preparation or filing of any other reports required of the Fund by any governmental or regulatory agency, except as expressly agreed to in writing. Portfolio Manager shall vote proxies received in connection with securities held by each Portfolio.
(j) Portfolio Manager will not knowingly disclose or use any records or information obtained pursuant to this Agreement (excluding investment research and investment advice) in any manner whatsoever except as expressly authorized in this agreement or in the ordinary course of business in connection with placing orders for the purchase and sale of securities, and will keep confidential any information obtained pursuant to this Agreement, and disclose such information only if the Board of Trustees of the Fund has authorized such disclosure, or if such disclosure is required by applicable federal or state law or regulations or regulatory authorities having requisite authority. The Fund and Investment Adviser will not knowingly disclose or use any records or information respecting Portfolio Manager obtained pursuant to this Agreement in any manner whatsoever except as expressly authorized in this Agreement, and will keep confidential any information obtained pursuant to this Agreement, and disclose such information only as expressly authorized by this Agreement, if Portfolio Manager has authorized such disclosure, or if such disclosure is required by applicable federal or state law or regulations or regulatory authorities having the requisite authority.
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's Pacific ------------------------- Funds' Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Funds and determine the composition of the assets of the PortfoliosFunds. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's Funds' assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosFunds, when these transactions should be executed, and what portion of the assets of the Portfolios Funds should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosFunds. To the extent permitted by the written investment policies of the PortfoliosFunds, the Portfolio Manager shall make decisions for the Portfolios Funds as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosFunds. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the PortfolioFunds, each as the Portfolio Manager determines is in the best interest of the PortfolioFunds. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios Funds so that it will meet the requirements of Section 851(b)(2) and (3) and Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.Code,
(b) Shall conform with (i) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the FundPacific Funds, the Adviser or the Portfolio Manager), (ii) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, provided Adviser informs Portfolio Manager of all applicable state insurance laws relating to the investment and management of the Funds, (iii) with any applicable written procedures, policies and guidelines adopted by the Fund's Pacific Funds' Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's Funds' objectives, investment policies and investment restrictions as stated in the Fund's Pacific Funds' Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Pacific Funds' Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. The Adviser agrees to provide promptly to the Portfolio Manager a copy of the documents and other materials mentioned above and all changes made to such documents, together with a list of companies the securities of which are not to be bought or sold for the Funds (such list shall include each security name, cusip number, sedol and/or applicable ticker, if applicable) and a list of affiliated brokers and underwriters for reporting transactions under applicable provisions of the 1940 Act. These documents, other materials and any amendments thereto shall not be deemed effective with respect to the Portfolio Manager until three business days after the Portfolio Manager's receipt thereof. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Pacific Funds' Registration Statement previously furnished to the Portfolio Manager by the Adviser.
(c) Is responsible, in connection with its responsibilities under this Section 2, for decisions to buy and sell securities and other investments for the Funds, for broker-dealer and futures commission merchant ("FCM") selection, and for negotiation of commission rates. The Portfolio Manager's primary consideration in effecting a security or other transaction will be to obtain the best execution for the Funds, taking into account the factors specified in the Prospectus and Statement of Additional Information for Pacific Funds, as they may be amended or supplemented from time to time and furnished to the Portfolio Manager. Subject to such policies as the Board of Trustees may determine and consistent with Section 28(e) of the Securities Exchange Act of 1934, the Portfolio Manager 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 the Funds to pay a broker or dealer, acting as agent, for effecting a portfolio transaction at a price in excess of the amount of commission another broker or dealer would have charged for effecting that transaction, if the Portfolio Manager 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 the Portfolio Manager's (or its affiliates) overall responsibilities with respect to the Funds and to its other clients as to which it exercises investment discretion. To the extent consistent with these standards, and in accordance with Section 11(a) of the Securities Exchange Act of 1934 and Rule 11a2-2(T) thereunder, and subject to any other applicable laws and regulations including Section 17(e) of the 1940 Act, the Portfolio Manager is further authorized to place orders on behalf of the Funds through the Portfolio Manager if the Portfolio Manager is registered as a broker or dealer with the SEC or as a FCM with the Commodities Futures Trading Commission ("CFTC"), to any of its affiliates that are brokers or dealers or FCMs or such other entities which provide similar services in foreign countries, or to such brokers and dealers that also provide research or statistical research and material, or other services to the Funds or the Portfolio Manager. Such allocation shall be in such amounts and proportions as the Portfolio Manager shall determine consistent with the above standards, and, upon request, the Portfolio Manager will report on said allocation to the Adviser and Board of Trustees of Pacific Funds, indicating the brokers, dealers or FCMs to which such allocations have been made and the basis therefor.
(d) May, on occasions when the purchase or sale of a security is deemed to be in the best interest of a Fund as well as any other investment advisory clients, to the extent permitted by applicable laws and regulations, but shall not be obligated to, aggregate the securities to be so sold or purchased with those of its other clients where such aggregation is not inconsistent with the policies set forth in Pacific Funds' Registration Statement as furnished to Portfolio Manager. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by the Portfolio Manager in a manner that is 3 fair and equitable and consistent with the Portfolio Manager's fiduciary obligations to Pacific Funds and to such other clients.
(e) Will, in connection with the purchase and sale of securities for the Funds, together with the Adviser, arrange for the transmission to the custodian and recordkeeping agent for Pacific Funds, on a daily basis, such confirmation(s), trade tickets, and other documents and information, including, but not limited to, Cusip, Sedol, or other numbers that identify securities to be purchased or sold on behalf of the Funds, as may be reasonably necessary to enable the custodian and recordkeeping agent to perform its administrative and recordkeeping responsibilities with respect to the Funds, and with respect to fund securities to be purchased or sold through the Depository Trust Company, will arrange for the automatic transmission of the confirmation of such trades to Pacific Funds' custodian, and recordkeeping agent, and, if required, the Adviser.
(f) Will assist the custodian and recordkeeping agent for Pacific Funds' in determining or confirming, consistent with the procedures and policies stated in the Registration Statement for Pacific Funds, the value of any portfolio securities or other assets of the Funds for which the custodian and recordkeeping agent seeks assistance from the Portfolio Manager or identifies for review by the Portfolio Manager. This includes (but is not limited to) obtaining bids and offers or quotes from broker/dealers or market- makers, verifying pricing and providing recommendations as to fair valuations and providing information to assist Pacific Funds in making fair valuations in accordance with Pacific Funds procedures, as they may be amended from time to time.
(g) Will maintain and preserve such records related to each Fund's transactions as required under the 1940 Act and the Advisers Act "Required Records". The Portfolio Manager will make available to Pacific Funds and the Adviser promptly upon request, any of the Funds' investment records and ledgers maintained by the Portfolio Manager (which shall not include the records and ledgers maintained by the custodian and recordkeeping agent for Pacific Funds), as are necessary to assist Pacific Funds and the Adviser to comply with requirements of the 1940 Act and the Advisers Act, as well as other applicable laws, and will furnish to regulatory authorities having the requisite authority Required Records which may be requested in order to ascertain whether the operations of Pacific Funds are being conducted in a manner consistent with applicable laws and regulations.
(h) Will regularly report to Pacific Funds' Board of Trustees on the investment program for the Funds and the issuers and securities represented in the Funds' portfolios, and will furnish Pacific Funds' Board of Trustees with respect to the Funds such periodic and special reports as the Trustees and the Adviser may reasonably request, including, but not limited to reports regarding compliance with Pacific Funds' procedures pursuant to Rules 17e-1, 17a-7, 10f-3 and 12d3-1 under the Investment Company Act of 1940, fundamental investment restrictions, procedures for opening brokerage accounts and commodity trading accounts, liquidity determination of securities purchased pursuant to Rule 144A and 4(2) commercial paper, and compliance with the Portfolio Manager's Code of Ethics, and such other procedures or requirements that Pacific Funds or Adviser may reasonably request from time to time.
(i) Will not disclose or use any records or information obtained pursuant to this Agreement (excluding investment research and investment advice) in any manner whatsoever except as expressly authorized in this Agreement or in the ordinary course of business in connection with placing orders for the purchase and sale of securities or obtaining investment licenses in various countries or the opening of custody accounts and dealing with settlement agents in various countries, and will keep confidential any information obtained pursuant to the Agreement, and disclose such information only if the Board of Trustees of Pacific Funds has authorized such disclosure, or if such disclosure is required by applicable federal or state law or regulations or regulatory authorities having the requisite authority. Pacific Funds and the Adviser will not disclose or use any records or information respecting the Portfolio Manager obtained pursuant to this Agreement, in any manner whatsoever except as expressly authorized in this Agreement, and will keep confidential any information obtained pursuant to this Agreement, and disclose such information only as expressly authorized in this Agreement, if the Board of Trustees of Pacific Funds has authorized such disclosure, or if such disclosure is required by applicable federal or state law or regulations or regulatory authorities having the requisite authority.
(j) Shall not permit any employee of the Portfolio Manager to have any material connection with the handling of the Funds if such employee has:
(i) been, within the last ten (10) years, convicted of or acknowledged commission of any felony or misdemeanor (a) involving the purchase or sale of any security, (b) involving embezzlement, fraudulent conversion, or misappropriation of funds or securities, (c) involving sections 1341, 1342 or 1343 of Title 18 of the U.S. Code, or (d) arising out of such person's conduct as an underwriter, broker, dealer, investment adviser, municipal securities person required to be registered under the Commodity Exchange Act, or as an affiliated person, salesman, or employee or officer or director of any investment company, bank, insurance company, or entity or person required to be registered under the Commodity Exchange Act.
(ii) been permanently or temporarily enjoined by reason of any misconduct, by order, judgment, or decree of any court of competent jurisdiction from acting as an underwriter, broker, dealer, investment adviser, municipal securities dealer, government securities broker, government securities dealer, transfer agent, or entity or person required to be registered under the Commodity Exchange Act, or as an affiliated person, salesman or employee of any investment company, bank, insurance company, or entity or person required to be registered under the Commodity Exchange Act, or from engaging in or continuing any conduct or practice in connection with any such activity or in connection with the purchase or sale of any security.
(k) Shall provide to Adviser a complete copy of Portfolio Manager's Form ADV as filed with the Securities and Exchange Commission and a list of persons who Portfolio Manager wishes to have authorized to give written and/or oral instructions to Custodians of Pacific Funds assets for the Funds. The Adviser has received a current copy of the Portfolio Manager's Uniform Application for Investment Adviser Registration on Form ADV, as filed with the SEC. On an annual basis, (or more frequently if requested by the Adviser or Pacific Funds' Board of Trustees) the Portfolio Manager agrees to provide the Adviser with current copies of the Portfolio Manager's Form ADV, and any supplements or amendments thereto, as filed with the SEC.
Appears in 1 contract
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees (the "Board") and the Investment Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Portfolio and determine the composition of the assets of the PortfoliosPortfolio. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosPortfolio, when these transactions should be executed, and what portion of the assets of the Portfolios Portfolio should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosPortfolio. To the extent permitted by the written investment policies of the PortfoliosPortfolio, the Portfolio Manager shall make decisions for the Portfolios Portfolio as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosPortfolio. The Portfolio Manager is authorized to and shall exercise tender offers, exchange offers and to vote or refrain from voting proxies on behalf of the each Portfolio, each as the Portfolio Manager determines is in the best interest of the PortfolioPortfolio in accordance with the Portfolio Manager's proxy voting policy. The Portfolio Manager is authorized to open brokerage accounts on behalf of the Portfolio in accordance with Fund procedures. The Portfolio Manager is authorized to enter into futures account agreements, ISDA master agreements and related documents, and to open accounts and take other necessary or appropriate actions related thereto, in accordance with Fund procedures. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC to the Fund, to the Investment Adviser (as provided to the Portfolio Manager by the Investment Adviser), or to the Portfolio Manager), (ii2) with all other applicable federal and state laws rules and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Exchange Act of 1933 1934, as amended (the "1933 1934 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.)
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. (a) Subject to the supervision of the Fund's ------------------------- Board of Trustees and the Investment Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios and determine the composition of the assets of the Portfolios. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's Portfolios' assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the Portfolios, when these transactions should be executed, and what portion of the assets of the Portfolios should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the Portfolios. To the extent permitted by the written investment policies of the Portfolios, the Portfolio Manager shall make decisions for the Portfolios as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the Portfolios. The Portfolio Manager is authorized to and shall exercise tender offers, exchange offers and to vote proxies on behalf of the each Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the Fund, to the Investment Adviser (as provided to the Portfolio Manager by the Investment Adviser), or to the Portfolio Manager), (ii2) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv4) with the PortfolioFund's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Investment Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Investment Adviser, (6) Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"), and (7) the provisions of Section 817(h) of the Code, applicable to the Portfolio.
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios and determine the composition of the assets of the Portfolios. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the Portfolios, when these transactions should be executed, and what portion of the assets of the Portfolios should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the Portfolios. To the extent permitted by the written investment policies of the Portfolios, the Portfolio Manager shall make decisions for the Portfolios as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the Portfolios. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the Fund, to the Adviser (as provided to the Portfolio Manager by the Adviser), or to the Portfolio Manager), (ii) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contractscontracts (provided that Advisor shall provide a list to Portfolio Manager of applicable states), (iii) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Portfolio and determine the composition of the assets of the PortfoliosPortfolio, including determination of the purchase, retention, or sale of the securities, cash, and other investments, including futures contracts and options thereon, for the Portfolio. The Portfolio Manager will provide investment research and analysis, which may include consist of computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash securities and other investments, including futures and options contracts, if any, investments that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosPortfolio, when these transactions should be executed, and what portion of the assets of the Portfolios Portfolio should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosPortfolio. To the extent permitted by the written investment policies of the PortfoliosPortfolio, the Portfolio Manager shall make decisions for the Portfolios Portfolio as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosPortfolio. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the PortfolioFund, each as the Portfolio Manager determines is in the best interest of the PortfolioFund. In performing these duties, the Portfolio Manager:
(a) Will (i1) manage each of the Portfolios Portfolio so that it will meet the requirements of Section 851(b)(2) and (3) qualify as a regulated investment company under Subchapter M of the Internal Revenue Code ("IRC") and (ii2) manage the Portfolios Portfolio so as to ensure compliance by the Portfolios Portfolio with the diversification requirements of Section 817(h) of the Internal Revenue Code IRC and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code IRC and Regulations issued thereunder. In managing the Portfolios Portfolio in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the Fund, the Adviser or the Portfolio Manager), (ii2) with all other applicable federal and state laws and regulations pertaining to the investment activities of investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio ManagerTrustees, (iv4) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio ManagerInformation, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's Pacific ------------------------- Funds' Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Funds and determine the composition of the assets of the PortfoliosFunds. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's Funds' assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosFunds, when these transactions should be executed, and what portion of the assets of the Portfolios Funds should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosFunds. To the extent permitted by the written investment policies of the PortfoliosFunds, the Portfolio Manager shall make decisions for the Portfolios Funds as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosFunds. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the PortfolioFund, each as the Portfolio Manager determines is in the best interest of the PortfolioFund. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios Funds so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the AdviserCode.
(b) Shall conform with (i) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the Fund, to the Adviser (as provided to the Portfolio Manager by the Adviser), or to the Portfolio Manager), (ii) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contractscontracts (provided that Advisor shall provide a list to Portfolio Manager of applicable states), (iii) with any applicable written procedures, policies and guidelines adopted by the Fund's Pacific Funds' Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's Funds' objectives, investment policies and investment restrictions as stated in the Fund's Pacific Funds' Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Pacific Funds' Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Pacific Funds' Registration Statement previously furnished to the Portfolio Manager by the Adviser.
Appears in 1 contract
Portfolio Manager Duties. Subject to the supervision of the Fund's Pacific ------------------------- Funds' Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Funds and determine the composition of the assets of the PortfoliosFunds. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's Funds assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosFunds, when these transactions should be executed, and what portion of the assets of the Portfolios Funds should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosFunds. To the extent permitted by the written investment policies of the PortfoliosFunds, the Portfolio Manager shall make decisions for the Portfolios Funds as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosFunds. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the PortfolioFunds, each as the Portfolio Manager determines is in the best interest of the PortfolioFunds. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios Funds so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the AdviserCode.
(b) Shall conform (1) with (i) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the FundPacific Funds, the Adviser or the Portfolio Manager), (ii2) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Pacific Funds' Board of Trustees and furnished to Portfolio Manager, (iv4) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Pacific Funds' Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Pacific Funds' Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Pacific Funds' Registration Statement Statement, procedures, policies and guidelines previously furnished to the Portfolio Manager by the Adviser.
Appears in 1 contract
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees (the "Board") and the Investment Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios and determine the composition of the assets of the Portfolios. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's Portfolios' assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the Portfolios, when these transactions should be executed, and what portion of the assets of the Portfolios should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the Portfolios. To the extent permitted by the written investment policies of the Portfolios, the Portfolio Manager shall make decisions for the Portfolios as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the Portfolios. The Portfolio Manager is authorized to and shall exercise tender offers, exchange offers and to vote proxies on behalf of the each Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC to the Fund, to the Investment Adviser (as provided to the Portfolio Manager by the Investment Adviser), or to the Portfolio Manager), (ii2) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii3) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to the Portfolio Manager, provided that with respect to procedures governing transactions involving affiliated transactions (ivsuch as those adopted pursuant to the 1940 Act Rule 17a-7, 17e-1 and 10f-3), such procedures will identify any affiliate of the Investment Adviser and the Portfolio(s), other than affiliates of the Portfolio Manager. The Portfolio Manager shall not bear any responsibility and shall be released from any obligation or cost which results from entering into a trade pursuant to the Portfolio(s) Rule 17a-7, 17e-1 or 10f-3 procedures with any affiliated entity, other than affiliates of the PortfolioPortfolio Manager, not specifically identified to the Portfolio Manager by the Investment Advisor; and (4) the Fund's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to timetime (the "Registration Statement"). Until the Investment Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Investment Adviser.
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- ------------------------ Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Series and determine the composition of the assets of the PortfoliosSeries, including determination of the purchase, retention, or sale of the securities, cash, and other investments for the Series. The Portfolio Manager will provide investment research and analysis, which may include consist of computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's Series' assets by determining the securities, cash securities and other investments, including futures and options contracts, if any, investments that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosSeries, when these transactions should be executed, and what portion of the assets of the Portfolios Series should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosSeries. To the extent permitted by the written investment policies of the PortfoliosSeries, the Portfolio Manager shall make decisions for the Portfolios Series as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosSeries. The Portfolio Manager is authorized will provide the services under this Agreement in accordance with the Series' investment objective or objectives, investment policies, and investment restrictions as stated in the Fund's Registration Statement filed on Form N-1A with the SEC, as supplemented or amended from time to exercise tender offerstime, exchange offers and copies of which shall be sent to vote proxies on behalf of the Portfolio, each as the Portfolio Manager determines is in by the best interest of the PortfolioAdviser. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance Series in accordance with any guidelines provided by the Portfolios with Adviser to the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunderPortfolio Manager in writing. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios Series in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that Manager, which counsel is also reasonably acceptable to the Adviser.
(b) Shall conform with (i) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC to the Fund, the Adviser or the Portfolio Manager), (ii) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contractsregulations, (iii) with any applicable written procedures, policies and guidelines procedures adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio ManagerTrustees, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time.
(c) Is responsible, in connection with its responsibilities under this Section 2, for decisions to buy and sell securities and other investments for the Series, for broker-dealer and futures commission merchant ("FCM") selection, and for negotiation of commission rates. Until The Portfolio Manager's primary consideration in effecting a security or other transaction will be to obtain the Adviser delivers any supplements best execution for the Series, taking into account the factors specified in the Prospectus and Statement of Additional Information for the Fund, as they may be amended or amendments supplemented from time to time. Subject to such policies as the Board of Trustees may determine and advise the Portfolio ManagerManager in writing and, consistent with Section 28(e) of the Securities Exchange Act of 1934, the Portfolio Manager shall not be fully protected deemed to have acted unlawfully or to have breached any duty created by this Agreement or otherwise solely by reason of its having caused the Series to pay a broker or dealer, acting as agent, for effecting a portfolio transaction at a price in relying excess of the amount of commission another broker or dealer would have charged for effecting that transaction, if the Portfolio Manager 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 the Portfolio Manager's or its affiliates overall responsibilities with respect to the Series and to its other clients as to which it exercises investment discretion. To the extent consistent with these standards, and in accordance with Section 11(a) of the Securities Exchange Act of 1934 and Rule 11a2-2(T) thereunder, and subject to any other applicable laws and regulations including Section 17(e) of the 1940 Act, the Portfolio Manager is further authorized to allocate the orders placed by it on behalf of the Fund's Registration Statement previously furnished Series to the Portfolio Manager if it is registered as a broker or dealer with the SEC or as a FCM with the Commodities Futures Trading Commission ("CFTC"), to any of its affiliates that are registered as a broker or dealer with the SEC or as a FCM with the CFTC, or to such brokers and dealers that also provide research or statistical research and material, or other services to the Series or the Portfolio Manager. Such allocation shall be in such amounts and proportions as the Portfolio Manager shall determine consistent with the above standards, and, upon request, the Portfolio Manager will report on said allocation to the Adviser and Board of Trustees of the Fund, indicating the brokers, dealers or FCMs to which such allocations have been made and the basis therefor.
(d) May, on occasions when the purchase or sale of a security is deemed to be in the best interest of a Series as well as any other investment advisory clients, to the extent permitted by applicable laws and regulations, but shall not be obligated to, aggregate the securities to be so sold or purchased with those of its other clients where such aggregation is not inconsistent with the policies set forth in the Registration Statement. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by the Portfolio Manager in a manner that is fair and equitable in the judgment of the Portfolio Manager in the exercise of its fiduciary obligations to the Fund and to such other clients.
(e) Will, in connection with the purchase and sale of securities for the Series, together with the Adviser, arrange for the transmission to the custodian, and the recordkeeping agent for the Fund on a daily basis, such confirmations, trade tickets, and other documents and information, including, but not limited to, Cusip, Sedol, or other numbers that identify securities to be purchased or sold on behalf of the Series, as may be reasonably necessary to enable the custodian and recordkeeping agent to perform its administrative and recordkeeping responsibilities with respect to the Series, and, with respect to portfolio securities to be purchased or sold through the Depository Trust Company, will arrange for the automatic transmission of the confirmation of such trades to the Fund's custodian, recordkeeping agent, and, if required, the Adviser.
(f) Will assist the custodian and recordkeeping agent for the Fund in determining or confirming, consistent with the procedures and policies stated in the Registration Statement for the Fund, the value of any portfolio securities or other assets of the Series for which the custodian and recordkeeping agent seek assistance from the Portfolio Manager or identifies for review by the Portfolio Manager.
(g) Will make available to the Fund, and the Adviser promptly upon request, any of the Series' investment records and ledgers maintained by the Portfolio Manager (which shall not include the records and ledgers maintained by the custodian and recordkeeping agent for the Fund), as are necessary to assist the Fund and the Adviser to comply with requirements of the 1940 Act and the Investment Advisers Act of 1940, as well as other applicable laws, and will furnish to regulatory authorities having the requisite authority any information or reports in connection with such services which may be requested in order to ascertain whether the operations of the Fund are being conducted in a manner consistent with applicable laws and regulations.
(h) Will regularly report to the Fund's Board of Trustees on the investment program for the Series and the issuers and securities represented in the Series' portfolio, and will furnish the Fund's Board of Trustees with respect to the Series such periodic and special reports as the Directors and the Adviser may reasonably request.
(i) Will not disclose or use any records or information obtained pursuant to this Agreement (excluding investment research and investment advice) in any manner whatsoever except as expressly authorized in this Agreement or in the ordinary course of business in connection with placing orders for the purchase and sale of securities, and will keep confidential any information obtained pursuant to this Agreement, and disclose such information only if the Board of Trustees of the Fund has authorized such disclosure, or if such disclosure is required by applicable federal or state law or regulations or regulatory authorities having the requisite authority. The Fund and the Adviser will not disclose or use any records or information respecting the Portfolio Manager obtained pursuant to this Agreement in any manner whatsoever except as expressly authorized in this Agreement, and will keep confidential any information obtained pursuant to this Agreement, and disclose such information only as expressly authorized in this Agreement, if the Board of Trustees of the Fund has authorized such disclosure, or if such disclosure is required by applicable federal or state law or regulations or regulatory authorities having the requisite authority.
(j) Shall be responsible for making reasonable inquiries and for reasonably ensuring that any employee of the Portfolio Manager has not, to the best of the Portfolio Manager's knowledge:
(i) been convicted, in the last ten (10) years, of any felony or misdemeanor involving the purchase or sale of any security or arising out of such person's conduct as an underwriter, broker, dealer, investment adviser, municipal securities dealer, government securities broker, government securities dealer, transfer agent, or entity or person required to be registered under the Commodity Exchange Act, or as an affiliated person, salesman, or employee of any investment company, bank, insurance company, or entity or person required to be registered under the Commodity Exchange Act; or
(ii) been permanently or temporarily enjoined by reason of any misconduct, by order, judgment, or decree of any court of competent jurisdiction from acting as an underwriter, broker, dealer, investment adviser, municipal securities dealer, government securities broker, government securities dealer, transfer agent, or entity or person required to be registered under the Commodity Exchange Act, or as an affiliated person, salesman or employee of any investment company, bank, insurance company, or entity or person required to be registered under the Commodity Exchange Act, or from engaging in or continuing any conduct or practice in connection with any such activity or in connection with the purchase or sale of any security.
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios and determine the composition of the assets of the Portfolios. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the Portfolios, when these transactions should be executed, and what portion of the assets of the Portfolios should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the Portfolios. To the extent permitted by the written investment policies of the Portfolios, the Portfolio Manager shall make decisions for the Portfolios as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the Portfolios. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) and Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will promptly notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also reasonably acceptable to the Adviser.
(b) Shall conform with (i) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the Fund, the Adviser or the Portfolio Manager), (ii) with all other applicable federal and state laws and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, provided Adviser informs Portfolio Manager of all applicable state insurance laws relating to the investment and management of the Portfolios, (iii) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. The Adviser agrees to provide promptly to the Portfolio Manager a copy of the documents and other materials mentioned above and all changes made to such documents, together with a list of companies the securities of which are not to be bought or sold for the Portfolios (such list shall include each security name, cusip number, sedol and/or applicable ticker, if applicable) and a list of affiliated brokers and underwriters for reporting transactions under applicable provisions of the 1940 Act. These documents, other materials and any amendments thereto shall not be deemed effective with respect to the Portfolio Manager until three business days after the Portfolio Manager's receipt thereof. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.
(c) Is responsible, in connection with its responsibilities under this Section 2, for decisions to buy and sell securities and other investments for the Portfolios, for broker-dealer and futures commission merchant ("FCM") selection, and for negotiation of commission rates. The Portfolio Manager's primary consideration in effecting a security or other transaction will be to obtain the best execution for the Portfolios, taking into account the factors specified in the Prospectus and Statement of Additional Information for the Fund, as they may be amended or supplemented from time to time and furnished to the Portfolio Manager. Subject to such policies as the Board of Trustees may determine and consistent with Section 28(e) of the Securities Exchange Act of 1934, the Portfolio Manager 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 the Portfolio to pay a broker or dealer, acting as agent, for effecting a portfolio transaction at a price in excess of the amount of commission another broker or dealer would have charged for effecting that transaction, if the Portfolio Manager 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 the Portfolio Manager's (or its affiliates) overall responsibilities with respect to the Portfolios and to its other clients as to which it exercises investment discretion. To the extent consistent with these standards, and in accordance with Section 11(a) of the Securities Exchange Act of 1934 and Rule 11a2-2(T) thereunder, and subject to any other applicable laws and regulations including Section 17(e) of the 1940 Act, the Portfolio Manager is further authorized to place orders on behalf of the Portfolios through the Portfolio Manager if the Portfolio Manager is registered as a broker or dealer with the SEC or as a FCM with the Commodities Futures Trading Commission ("CFTC"), to any of its affiliates that are brokers or dealers or FCMs or such other entities which provide similar services in foreign countries, or to such brokers and dealers that also provide research or statistical research and material, or other services to the Portfolios or the Portfolio Manager. Such allocation shall be in such amounts and proportions as the Portfolio Manager shall determine consistent with the above standards, and, upon request, the Portfolio Manager will report on said allocation to the Adviser and Board of Trustees of the Fund, indicating the brokers, dealers or FCMs to which such allocations have been made and the basis therefor.
(d) May, on occasions when the purchase or sale of a security is deemed to be in the best interest of a Portfolio as well as any other investment advisory clients, to the extent permitted by applicable laws and regulations, but shall not be obligated to, aggregate the securities to be so sold or purchased with those of its other clients where such aggregation is not inconsistent with the policies set forth in the Fund's Registration Statement as furnished to Portfolio Manager. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by the Portfolio Manager in a manner that is fair and equitable and consistent with the Portfolio Manager's fiduciary obligations to the Fund and to such other clients.
(e) Will, in connection with the purchase and sale of securities for the Portfolios, together with the Adviser, arrange for the transmission to the custodian and recordkeeping agent for the Fund, on a daily basis, such confirmation(s), trade tickets, and other documents and information, including, but not limited to, Cusip, Sedol, or other numbers that identify securities to be purchased or sold on behalf of the Portfolio, as may be reasonably necessary to enable the custodian and recordkeeping agent to perform its administrative and recordkeeping responsibilities with respect to the Portfolios, and with respect to portfolio securities to be purchased or sold through the Depository Trust Company, will arrange for the automatic transmission of the confirmation of such trades to the Fund's custodian, and recordkeeping agent, and, if required, the Adviser.
(f) Will assist the custodian and recordkeeping agent for the Fund in determining or confirming, consistent with the procedures and policies stated in the Registration Statement for the Fund, the value of any portfolio securities or other assets of the Portfolios for which the custodian and recordkeeping agent seeks assistance from the Portfolio Manager or identifies for review by the Portfolio Manager. This includes (but is not limited to) obtaining bids and offers or quotes from broker/dealers or market-makers, verifying pricing and providing recommendations as to fair valuations and providing information to assist the Fund in making fair valuations in accordance with Fund procedures, as they may be amended from time to time.
(g) Will maintain and preserve such records related to each Portfolio's transactions as required under the 1940 Act and the Advisers Act "Required Records". The Portfolio Manager will make available to the Fund and the Adviser promptly upon request, any of the Portfolio's investment records and ledgers maintained by the Portfolio Manager (which shall not include the records and ledgers maintained by the custodian and recordkeeping agent for the Fund), as are necessary to assist the Fund and the Adviser to comply with requirements of the 1940 Act and the Advisers Act, as well as other applicable laws, and will furnish to regulatory authorities having the requisite authority Required Records which may be requested in order to ascertain whether the operations of the Fund are being conducted in a manner consistent with applicable laws and regulations.
(h) Will regularly report to the Fund's Board of Trustees on the investment program for the Portfolios and the issuers and securities represented in the Portfolios' portfolios, and will furnish the Fund's Board of Trustees with respect to the Portfolios such periodic and special reports as the Trustees and the Adviser may reasonably request, including, but not limited to reports regarding compliance with the Fund's procedures pursuant to Rules 17e-1, 17a-7, 10f-3 and 12d3-1 under the Investment Company Act of 1940, fundamental investment restrictions, procedures for opening brokerage accounts and commodity trading accounts, liquidity determination of securities purchased pursuant to Rule 144A and 4(2) commercial paper, and compliance with the Portfolio Manager's Code of Ethics, and such other procedures or requirements that the Fund or Adviser may reasonably request from time to time.
(i) Will not disclose or use any records or information obtained pursuant to this Agreement (excluding investment research and investment advice) in any manner whatsoever except as expressly authorized in this Agreement or in the ordinary course of business in connection with placing orders for the purchase and sale of securities or obtaining investment licenses in various countries or the opening of custody accounts and dealing with settlement agents in various countries, and will keep confidential any information obtained pursuant to the Agreement, and disclose such information only if the Board of Trustees of the Fund has authorized such disclosure, or if such disclosure is required by applicable federal or state law or regulations or regulatory authorities having the requisite authority. The Fund and the Adviser will not disclose or use any records or information respecting the Portfolio Manager obtained pursuant to this Agreement, in any manner whatsoever except as expressly authorized in this Agreement, and will keep confidential any information obtained pursuant to this Agreement, and disclose such information only as expressly authorized in this Agreement, if the Board of Trustees of the Fund has authorized such disclosure, or if such disclosure is required by applicable federal or state law or regulations or regulatory authorities having the requisite authority.
(j) Shall not permit any employee of the Portfolio Manager to have any material connection with the handling of the Portfolios if such employee has:
(i) been, within the last ten (10) years, convicted of or acknowledged commission of any felony or misdemeanor (a) involving the purchase or sale of any security, (b) involving embezzlement, fraudulent conversion, or misappropriation of funds or securities, (c) involving sections 1341, 1342 or 1343 of Title 18 of the U.S. Code, or (d) arising out of such person's conduct as an underwriter, broker, dealer, investment adviser, municipal securities person required to be registered under the Commodity Exchange Act, or as an affiliated person, salesman, or employee or officer or director of any investment company, bank, insurance company, or entity or person required to be registered under the Commodity Exchange Act.
(ii) been permanently or temporarily enjoined by reason of any misconduct, by order, judgment, or decree of any court of competent jurisdiction from acting as an underwriter, broker, dealer, investment adviser, municipal securities dealer, government securities broker, government securities dealer, transfer agent, or entity or person required to be registered under the Commodity Exchange Act, or as an affiliated person, salesman or employee of any investment company, bank, insurance company, or entity or person required to be registered under the Commodity Exchange Act, or from engaging in or continuing any conduct or practice in connection with any such activity or in connection with the purchase or sale of any security.
(k) Shall provide to Adviser a complete copy of Portfolio Manager's Form ADV as filed with the Securities and Exchange Commission and a list of persons who Portfolio Manager wishes to have authorized to give written and/or oral instructions to Custodians of Fund assets for the Portfolios. The Adviser has received a current copy of the Portfolio Manager's Uniform Application for Investment Adviser Registration on Form ADV, as filed with the SEC. On an annual basis, (or more frequently if requested by the Adviser or the Fund's Board of Trustees) the Portfolio Manager agrees to provide the Adviser with current copies of the Portfolio Manager's Form ADV, and any supplements or amendments thereto, as filed with the SEC.
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
Portfolio Manager Duties. Subject to the supervision of the Fund's Pacific ------------------------- Funds' Board of Trustees and the Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Funds and determine the composition of the assets of the PortfoliosFunds. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's Funds' assets by determining the securities, cash securities and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosFunds, when these transactions should be executed, and what portion of the assets of the Portfolios Funds should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosFunds. To the extent permitted by the written investment policies of the PortfoliosFunds, the Portfolio Manager shall make decisions for the Portfolios Funds as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosFunds. The Portfolio Manager is authorized to exercise tender offers, exchange offers and to vote proxies on behalf of the PortfolioFunds, each as the Portfolio Manager determines is in the best interest of the PortfolioFunds. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios Funds so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the AdviserCode.
(b) Shall conform with (i) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-no- action letters and exemptive orders which have been granted by the SEC to the FundPacific Funds, the Adviser or the Portfolio Manager), (ii) with all other applicable federal and and, as identified by the Adviser, state laws and regulations pertaining to open-end management investment vehicles underlying variable annuity and/or variable life insurance contractscompanies, (iii) with any applicable written procedures, policies and guidelines adopted by the Fund's Pacific Funds' Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's Funds' objectives, investment policies and investment restrictions as stated in the Fund's Pacific Funds' Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Pacific Funds' Registration Statement filed on Form N-1A under the Securities Act of 1933 (the "1933 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Pacific Funds' Registration Statement previously furnished to the Portfolio Manager by the Adviser.
Appears in 1 contract
Portfolio Manager Duties. Subject to the supervision of the Fund's ------------------------- Board of Trustees (the "Board") and the Investment Adviser, the Portfolio Manager will provide a continuous investment program for the Portfolios Portfolio and determine the composition of the assets of the PortfoliosPortfolio. The Portfolio Manager will provide investment research and analysis, which may include computerized investment methodology, and will conduct a continuous program of evaluation, investment, sales, and reinvestment of the Portfolio's assets by determining the securities, cash and other investments, including futures and options contracts, if any, that shall be purchased, entered into, retained, sold, closed, or exchanged for the PortfoliosPortfolio, when these transactions should be executed, and what portion of the assets of the Portfolios Portfolio should be held in the various securities and other investments in which it may invest, and the Portfolio Manager is hereby authorized to execute and perform such services on behalf of the PortfoliosPortfolio. To the extent permitted by the written investment policies of the PortfoliosPortfolio, the Portfolio Manager shall make decisions for the Portfolios Portfolio as to foreign currency matters and make determinations as to the retention or disposition of foreign currencies or securities or other instruments denominated in foreign currencies, or derivative instruments based upon foreign currencies, including forward foreign currency contracts and options and futures on foreign currencies and shall execute and perform the same on behalf of the PortfoliosPortfolio. The Portfolio Manager is authorized to and shall exercise tender offers, exchange offers and to vote proxies on behalf of the each Portfolio, each as the Portfolio Manager determines is in the best interest of the Portfolio. The Portfolio Manager is authorized to open brokerage accounts on behalf of the Portfolio in accordance with Fund procedures. The Portfolio Manager is authorized to enter into futures account agreements, ISDA master agreements and related documents, and to open accounts and take other necessary or appropriate actions related thereto, in accordance with Fund procedures. In performing these duties, the Portfolio Manager:
(a) Will (i) manage each of the Portfolios so that it will meet the requirements of Section 851(b)(2) and (3) Subchapter M of the Internal Revenue Code and (ii) manage the Portfolios so as to ensure compliance by the Portfolios with the diversification requirements of Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. The Adviser will notify the Portfolio Manager of any amendments to the Section 817(h) of the Internal Revenue Code and Regulations issued thereunder. In managing the Portfolios in accordance with these requirements, the Portfolio Manager shall be entitled to receive and act upon advice of counsel to the Fund, counsel to the Adviser, or counsel to the Portfolio Manager that is also acceptable to the Adviser.
(b) Shall conform with (i1) the 1940 Act and all rules and regulations thereunder, and releases and interpretations related thereto (including any no-action letters and exemptive orders which have been granted by the SEC applicable to the Fund, to the Investment Adviser (as provided to the Portfolio Manager by the Investment Adviser), or to the Portfolio Manager), (ii2) with all other applicable federal and state laws rules and regulations pertaining to investment vehicles underlying variable annuity and/or variable life insurance contracts, (iii) with any applicable written procedures, policies and guidelines adopted by the Fund's Board of Trustees and furnished to Portfolio Manager, (iv) with the Portfolio's objectives, investment policies and investment restrictions as stated in the Fund's Prospectus and Statement of Additional Information as supplemented or amended from time to time, as furnished to the Portfolio Manager, and (5) with the provisions of the Fund's Registration Statement filed on Form N-1A under the Securities Exchange Act of 1933 1934, as amended (the "1933 1934 Act") and the 1940 Act, as supplemented or amended from time to time. Until the Adviser delivers any supplements or amendments to the Portfolio Manager, the Portfolio Manager shall be fully protected in relying on the Fund's Registration Statement previously furnished to the Portfolio Manager by the Adviser.)
Appears in 1 contract
Samples: Portfolio Management Agreement (Pacific Select Fund)
