Common use of Renewal, Termination and Amendment Clause in Contracts

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31, 2007 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2012 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Adviser, or by the Adviser upon 90 days' ’ prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in __________________________________ effect, unless sooner terminated as hereinafter provided, until December 31, 2007 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated November 23, 1992, as amended, between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2015 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated July 22, 1999 between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2009 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31May 1, 2007 2014 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Advisory Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any the Adviser, cast in person at a meeting called for the purpose of voting on such partyapproval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 150 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated July 22, 1999 between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by be the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2008 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2014 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effecteffect with respect to the Corporation, unless sooner terminated as hereinafter provided, until through December 31, 2007 2001, and indefinitely thereafter if its continuance shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is be specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Corporation or by vote of a majority of the TrustCorporation's Board of TrusteesDirectors; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees Directors who are not parties to this Agreement or interested persons of any the Advisor, cast in person at a meeting called for the purpose of voting on such partyapproval, or as allowed by law. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the TrustCorporation's Board of Trustees, by the Manager, Directors or by a vote of the majority of the outstanding voting securities of the Portfolio Corporation upon 60 days' prior written notice to the Adviser, or Advisor and by the Adviser Advisor upon 90 60 days' prior written notice to the Manager, or upon such shorter notice as Corporation. This Agreement may be mutually agreed uponamended at any time by the parties, subject to approval by the Corporation's Board of Directors and, if required by applicable SEC rules and regulations, a vote of a majority of the Corporation's outstanding voting securities. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effecteffect with respect to the Trust, unless sooner terminated as hereinafter provided, until through December 31, 2007 1999, and indefinitely thereafter if its continuance shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is be specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Trust or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any the Advisor, cast in person at a meeting called for the purpose of voting on such partyapproval, or as allowed by law. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, Trustees or by a vote of the majority of the outstanding voting securities of the Portfolio Trust upon 60 days' prior written notice to the Adviser, or Advisor and by the Adviser Advisor upon 90 60 days' prior written notice to the Manager, or upon such shorter notice as Trust. This Agreement may be mutually agreed uponamended at any time by the parties, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules and regulations, a vote of a majority of the Trust's outstanding voting securities. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2013 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Advisory Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31September 30, 2007 2009 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by the Trustees of the Trust or a vote of the holders of a majority of the outstanding voting securities of the Portfolio or Trust and by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in accordance with the provisions of the 1940 Act. This Agreement may be terminated as to the Portfolio at any time, time without payment of any penalty, by the Adviser, the Trust's Board of Trustees, by the Manager, or by a vote of the a majority of the outstanding voting securities of the Portfolio Trust upon 60 days' days prior written notice to the Sub-adviser or by the Sub-adviser upon 90 days prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Sub-adviser and the ManagerAdviser, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the PortfolioTrust's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effecteffect with respect to the Corporation, unless sooner terminated as hereinafter provided, until through December 31, 2007 1999, and indefinitely thereafter if its continuance shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is be specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Corporation or by vote of a majority of the TrustCorporation's Board of TrusteesDirectors; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees Directors who are not parties to this Agreement or interested persons of any the Advisor, cast in person at a meeting called for the purpose of voting on such partyapproval, or as allowed by law. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the TrustCorporation's Board of Trustees, by the Manager, Directors or by a vote of the majority of the outstanding voting securities of the Portfolio Corporation upon 60 days' prior written notice to the Adviser, or Advisor and by the Adviser Advisor upon 90 60 days' prior written notice to the Manager, or upon such shorter notice as Corporation. This Agreement may be mutually agreed uponamended at any time by the parties, subject to approval by the Corporation's Board of Directors and, if required by applicable SEC rules and regulations, a vote of a majority of the Corporation's outstanding voting securities. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2001 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Fund or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in accordance with the provisions of the 1940 Act. This Agreement may be terminated as to the Portfolio at any time, time without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the a majority of the outstanding voting securities of the Portfolio Fund upon 60 days' days prior written notice to the Sub-adviser or by the Sub-adviser upon 90 days prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "?vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Sub-adviser and the ManagerAdviser, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the PortfolioFund's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2015. and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2004 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at , except as otherwise provided by any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulationsrule of, or ordersaction by, a vote of a majority of the Portfolio's outstanding voting securities.the

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2005 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2001 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Fund or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in accordance with the provisions of the 1940 Act. This Agreement may be terminated as to the Portfolio at any time, time without payment of any penalty, by the Trust's ’s Board of Trustees, by the Manager, or by a vote of the a majority of the outstanding voting securities of the Portfolio Fund upon 60 days' days prior written notice to the Sub-adviser or by the Sub-adviser upon 90 days prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "“assignment" ” and "vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Sub-adviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's Fund’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 60 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2001 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Fund or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in accordance with the provisions of the 1940 Act. This Agreement may be terminated as to the Portfolio at any time, time without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the a majority of the outstanding voting securities of the Portfolio Fund upon 60 days' days prior written notice to the Sub-adviser or by the Sub-adviser upon 90 days prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Sub-adviser and the ManagerAdviser, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the PortfolioFund's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2006 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio Subaccount is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Subaccount or by vote of a majority of the TrustAccount's Board of TrusteesManagers; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees Board of Managers who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio Subaccount at any time, without payment of any penalty, by the TrustAccount's Board of TrusteesManagers, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio Account upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated June 15, 1998 between the Manager and the TrustAccount. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning meanings set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the TrustAccount's Board of Trustees Managers and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the PortfolioSubaccount's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effecteffect with respect to the Trust, unless sooner terminated as hereinafter providedprovided for two years from the effective date of the Trust, until December 31, 2007 and shall continue in full force and effect for successive periods of indefinitely thereafter if its continuance after such one year thereafter, but only so long as each such continuance as to the Portfolio is period shall be specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Trust or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any the Advisor, cast in person at a meeting called for the purpose of voting on such partyapproval. This Agreement may be terminated as at any time with respect to the Portfolio at any timeTrust, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, Trustees or by a vote of the majority of the outstanding voting securities of the Portfolio Trust upon 60 days' prior written notice to the Adviser, or Advisor and by the Adviser Advisor upon 90 60 days' prior written notice to the Manager, or upon such shorter notice as Trust. This Agreement may be mutually agreed uponamended with respect to the Trust at any time by the parties, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules and regulations, a vote of a majority of the Trust's outstanding voting securities. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" ", "interested person", and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years after the effective date and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio a Fund is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Fund or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio a Fund at any time, without payment of any penalty, (i) by the Trust's ’s Board of TrusteesTrustees upon 60 days’ prior written notice to Subadviser, by the Manager, or (ii) by a vote of the majority of the outstanding voting securities of the Portfolio Fund upon 60 days' ’ prior written notice to the Subadviser, (iii) by the Adviser upon 60 days’ prior written notice to the Subadviser, or (iv) by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, ; or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. In conjunction with the termination of this Agreement, the parties agree to negotiate a plan of transition for each applicable Fund in good faith. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's each Fund’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2014 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2014 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Trusts Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Trusts Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' days prior written notice to the Subadviser, or by the Subadviser upon 90 days prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "assignment" assignment and "vote of a majority of the outstanding voting securities" securities shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's Trusts Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's Portfolios outstanding voting securities. 9.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated November 23, 1992 between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote become effective immediately upon termination of the holders Previous Sub-Advisory Agreement. Unless sooner terminated, this Agreement shall terminate on the 150th day following the date on which the Previous Sub-Advisory Agreement terminates. This Agreement may be terminated at any time without payment of any penalty, by the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as Fund upon ten days' prior written notice to the Portfolio at any time, without payment of any penaltySub-adviser, by the Trust's Board of TrusteesAdviser upon sixty days' prior written notice to the Sub-adviser, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio Sub-adviser upon 60 ninety days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "“assignment" ” and "vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Sub-adviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's Fund’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until [December 31, 2007 2006] and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 and shall continue in full force and effect for successive periods a period of one year thereafter, but longer than two years from the date of its execution only so long as each such continuance as to the Portfolio is specifically approved at least annually either by the Trustees or by vote of a majority of outstanding voting securities of the Fund; provided that in either event such continuance shall also be approved by vote of the holders Trustees who are not interested persons of the Fund (as defined in the 0000 Xxx) or of any person party to this Agreement, cast in person at a meeting called for the purpose of such approval. This Agreement may be terminated at any time without payment of any penalty, by the Board, or by a vote of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio Fund upon 60 days' days prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed uponupon in writing by the parties hereto. This Agreement shall terminate automatically and immediately may also be terminated, without the payment of any penalty, by the Adviser upon termination of 90 days prior written notice to the Management Agreement between the Manager and the TrustFund. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees both parties and, if required by applicable SEC rules, Securities and Exchange Commission rules and regulations, or orders, a vote of a majority of the Portfolio's Fund’s outstanding voting securities. In the event of an assignment, if the shareholders of the Fund fail to approve this Agreement or any continuance of the Agreement, the Adviser will continue to act, for the compensation described herein, as investment adviser with respect to the Fund pending the required approval of the Agreement or its continuance or of any contract with the Adviser or a different adviser or other definitive action; provided, that the compensation received by the Adviser in respect of the Fund during such period is in compliance with Rule 15a-4 under the 1940 Act. In the event of termination of this Agreement, those paragraphs of this Agreement which govern conduct of the parties’ future interactions with respect to the Adviser having provided investment management services to the Fund for the duration of this Agreement, including, but not limited to, Sections 4, 5, 11, 13, and 16, shall survive such termination of this Agreement.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated November 23, 1992 between the Manager and the Trust, provided that the Adviser receives prior written notice of the termination of the Management Agreement. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.of

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2015. and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 60 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement The term of this agreement shall be from the date first written above, and shall continue in effect, unless sooner terminated as hereinafter providedprovided herein, until December 31for two years from such date, 2007 and shall continue in full force and effect for successive periods of one with respect to a Series from year thereafter, but to year thereafter only so long as each such continuance as to the Portfolio is specifically approved at least annually by the vote of the holders of either a majority of the outstanding voting securities of that Series or a majority of the Portfolio or by Trust's trustees, and the vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees trustees who are not neither parties to this Agreement or the agreement nor interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. "Approved at least annually" shall mean approval occurring, with respect to the first continuance of the agreement, during the 90 days prior to and including the date of its termination in the absence of such approval, and with respect to any subsequent continuance, during the 90 days prior to and including the first anniversary of the date upon which the most recent previous annual continuance of this agreement became effective. This Agreement agreement may be terminated as to the Portfolio at any time, time without payment of any penalty, by the board of trustees of the Trust's Board of Trustees, by the Manager, or with respect to a Series, by a vote of the majority of the outstanding voting securities of the Portfolio such Series, upon 60 days' prior written notice to the AdviserAdvisor, or and by the Adviser Advisor upon 90 60 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed uponTrust. This Agreement agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning meanings set forth for such terms in the Investment Company Act of 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securitiesRule 18f-2 thereunder.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2016 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 60 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2005 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio Subaccount is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Subaccount or by vote of a majority of the TrustAccount's Board of TrusteesManagers; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees Board of Managers who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio Subaccount at any time, without payment of any penalty, by the TrustAccount's Board of TrusteesManagers, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio Account upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated July 1, 1999 between the Manager and the TrustAccount. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning meanings set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the TrustAccount's Board of Trustees Managers and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the PortfolioSubaccount's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31for a period of two years from the date hereof, 2007 and shall continue in full force and effect for successive periods of one year indefinitely thereafter, but only so long as each such continuance as with respect to the Portfolio is Series, if its continuance after such two-year period shall be specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Series or by the vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any the Adviser, cast in person at a meeting called for the purpose of voting on such partyapproval. This Except for the first two-year period, if such approval is not obtained, this Agreement may be terminated as to shall terminate on the Portfolio date which is 15 months from the date of the last such approval. Either party hereto may, at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon time on 60 days' prior written notice to the Adviserother, terminate this Agreement, without the payment of any penalty, by action of its Board of Trustees or Board of Directors, as the case may be, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed uponvote of a majority of its outstanding voting securities. This Agreement agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Managerparties hereto, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a the majority of the Portfolio's outstanding voting securitiessecurities of any Series affected by such change.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2012 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. In conjunction with the termination of this Agreement, the parties agree to negotiate a plan of transition for the Portfolio in good faith. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2006 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by the Trustees of the Trust or a vote of the holders of a majority of the outstanding voting securities of the Portfolio or Trust and by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in accordance with the provisions of the 1940 Act. This Agreement may be terminated as to the Portfolio at any time, time without payment of any penalty, by the Adviser, the Trust's ’s Board of Trustees, by the Manager, or by a vote of the a majority of the outstanding voting securities of the Portfolio Trust upon 60 days' days prior written notice to the Sub-adviser or by the Sub-adviser upon 90 days prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "“assignment" ” and "vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Sub-adviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's Trust’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31__________, 2007 2009 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio Fund is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Fund or by vote of a majority of the TrustFund's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio Fund at any time, without payment of any penalty, by the TrustFund's Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio Fund upon 60 days' prior written notice to the Sub-Adviser, or by the Sub-Adviser upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Advisory Agreement between the Manager Adviser and the TrustFund. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. The Adviser and the Sub-Adviser agree that each will use its best efforts to provide the other party to this Agreement with advance notice of such termination or assignment. This Agreement may be amended at any time by the Sub-Adviser and the ManagerAdviser, subject to approval by the TrustFund's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the PortfolioFund's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2006 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 become effective upon the date first above written and shall continue in full force and effect for an initial term ending May 31, 1999, unless earlier amended or terminated. This Agreement is renewable thereafter as to each Fund for successive periods of not to exceed one year thereafter, but only so long as each if such continuance as to the Portfolio is specifically approved at least annually by votes of the Company's Board of Directors, cast in person at a meeting called for the purpose of voting on such approval, or by a majority of the outstanding voting securities of the Fund and in either event by the vote of a majority of the directors who are not parties to the Agreement or interested persons of any such party other than as directors of the Company. In addition, (i) this Agreement may at any time be terminated as to any Fund without the payment of any penalty either by vote of the holders Board of Directors of the Company or by vote of a majority of the outstanding voting securities of the Portfolio or by vote Fund, on sixty days' written notice to the Adviser; (ii) this Agreement shall immediately terminate in the event of a majority its assignment (within the meaning of the Trust's Board Investment Company Act of Trustees1940); and further provided that such continuance is also approved annually (iii) this Agreement may be terminated by the vote of a majority of Adviser on sixty days' written notice to the Trustees who are not parties to Company. Any notice under this Agreement shall be given in writing addressed and delivered, or interested persons mailed postpaid, to the other party at any office of any such party. This Agreement may be terminated amended as to the Portfolio any Fund at any timetime by mutual consent of the parties, without payment provided that such consent on the part of any penalty, the Company shall have been approved by the Trust's Board of Trustees, by the Manager, or by a vote of the a majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to Fund. As used in this paragraph, the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and term "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms term in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority Section 2(a)(42) of the Portfolio's outstanding voting securitiesInvestment Company Act of 1940.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 150 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated November 23, 1992 between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31for a period of two years from the date hereof, 2007 and shall continue in full force and effect for successive periods of one year indefinitely thereafter, but only so long as with respect to each of the Series, if its continuance after such continuance as to the Portfolio is two-year period shall be specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio appropriate Series or by the vote of a majority of the TrustFund's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of the Adviser., cast in person at a meeting called for the purpose of voting on such approval. Except for the first two-year period, if such approval is not obtained, this Agreement shall terminate on the date which is 15 months from the date of the last such approval. Either party hereto may, at any such party. This Agreement may be terminated as time on 60 days' prior written notice to the Portfolio at any timeother, terminate this Agreement, without the payment of any penalty, by action of its Board of Trustees or Board of Directors, as the Trustcase may be, or by the vote of a majority of its outstanding voting securities. This agreement shall terminate automatically in the event of its assignment. This Agreement may be amended at any time by the parties hereto, subject to approval by the Fund's Board of TrusteesTrustees and, if required by the Managerapplicable SEC rules and regulations, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or any Series affected by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securitieschange.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated July 22, 1999, between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2013 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of TrusteesDirectors; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees Directors who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of TrusteesDirectors, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees Directors and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 60 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed uponagreed. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the TrustTrust at which time the Manager will promptly provide written notice to the Adviser. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement The term of this agreement shall be from the date first written above, and shall continue in effect, unless sooner terminated as hereinafter providedprovided herein, until December 31for two years from such date, 2007 and shall continue in full force and effect for successive periods of one with respect to a Series from year thereafter, but to year thereafter only so long as each such continuance as to the Portfolio is specifically approved at least annually by the vote of the holders of either a majority of the outstanding voting securities of the Portfolio that Series or by vote of a majority of the TrustCompany's Board of Trustees; directors, and further provided that such continuance is also approved annually by the vote of a majority of the Trustees Company's directors who are not neither parties to this Agreement or the agreement nor interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. "Approved at least annually" shall mean approval occurring, with respect to the first continuance of the agreement, during the 90 days prior to and including the date of its termination in the absence of such approval, and with respect to any subsequent continuance, during the 90 days prior to and including the first anniversary of the date upon which the most recent previous annual continuance of this agreement became effective. This Agreement agreement may be terminated as to the Portfolio at any time, time without payment of any penalty, by the Trust's Board board of Trustees, by directors of the ManagerCompany, or with respect to a Series, by a vote of the majority of the outstanding voting securities of the Portfolio such Series, upon 60 days' prior written notice to the AdviserAdvisor, or and by the Adviser Advisor upon 90 60 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed uponCompany. This Agreement agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning meanings set forth for such terms in the Investment Company Act of 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securitiesRule 18f-2 thereunder.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2009 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31September 30, 2007 2009 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by the Trustees of the Trust or a vote of the holders of a majority of the outstanding voting securities of the Portfolio or Trust and by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in accordance with the provisions of the 1940 Act. This Agreement may be terminated as to the Portfolio at any time, time without payment of any penalty, by the Adviser, the Trust's ’s Board of Trustees, by the Manager, or by a vote of the a majority of the outstanding voting securities of the Portfolio Trust upon 60 days' days prior written notice to the Sub-adviser or by the Sub-adviser upon 90 days prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "“assignment" ” and "vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Sub-adviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's Trust’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, effect for a period of two years from the date of its execution unless sooner terminated as hereinafter provided, until December 31, 2007 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by the Trustees of the Trust or a vote of the holders of a majority of the outstanding voting securities of the Portfolio or Fund and by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority Trustees of the Trustees Trust who are not parties to this Agreement or interested persons of any such partypartyor the Trust, cast in accordance with the provisions of the 1940 Act. This Agreement may be terminated as to the Portfolio at any time, time without payment of any penalty, by the Adviser, the Trust's ’s Board of Trustees, by the Manager, or by a vote of the a majority of the outstanding voting securities of the Portfolio Trust upon 60 days' days prior written notice to the Sub-adviser or by the Sub-adviser upon 90 days prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Investment Advisory and Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning meanings set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Sub-adviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's Fund’s outstanding voting securitiessecurities and a vote of a majority of the Trustees of the Trust who are not interested persons of the Trust, the Adviser or the Sub-adviser, cast in person at a meeting called for the purpose of voting on such approval.

Renewal, Termination and Amendment. This Agreement shall continue in effecteffect with respect to each Fund, unless sooner terminated as hereinafter provided, until through December 31, 2007 1999, and indefinitely thereafter if its continuance shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is be specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio a Fund or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any the Advisor, cast in person at a meeting called for the purpose of voting on such partyapproval, or as allowed by law. This Agreement may be terminated as to the Portfolio at any timetime with respect to a Fund, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, Trustees or by a vote of the majority of the outstanding voting securities of the Portfolio Fund upon 60 days' prior written notice to the Adviser, or Advisor and by the Adviser Advisor upon 90 60 days' prior written notice to the Manager, or upon such shorter notice as Trust. This Agreement may be mutually agreed uponamended with respect to a Fund at any time by the parties, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules and regulations, a vote of a majority of the Fund's outstanding voting securities. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" ", "interested person", and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2011 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the TrustTrust at which time the Adviser will promptly provide written notice to the Subadviser. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Fund or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, time without payment of any penalty, by the Trust's Board of Trustees, by the ManagerAdvisor, or by a vote of the a majority of the outstanding voting securities of the Portfolio Fund upon 60 days' days prior written notice to the Adviser, Sub-Advisor or by the Adviser Sub-Advisor upon 90 days' prior written notice to the ManagerAdvisor, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Investment Advisory and Management Agreement between the Manager Advisor and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Sub-Advisor and the ManagerAdvisor, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the PortfolioFund's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the TrustTrust at which time the Adviser will promptly provide written notice to the Subadviser. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities. 9.

Renewal, Termination and Amendment. This Agreement shall continue in effecteffect with respect to the Trust, unless sooner terminated as hereinafter provided, until December 31through ________, 2007 2010, and indefinitely thereafter if its continuance shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is be specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Trust or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any the Advisor, cast in person at a meeting called for the purpose of voting on such partyapproval, or as allowed by law. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, Trustees or by a vote of the majority of the outstanding voting securities of the Portfolio Trust upon 60 days' prior written notice to the Adviser, or Advisor and by the Adviser Advisor upon 90 60 days' prior written notice to the Manager, or upon such shorter notice as Trust. This Agreement may be mutually agreed uponamended at any time by the parties, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules and regulations, a vote of a majority of the Trust's outstanding voting securities. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in __________________________________ effect, unless sooner terminated as hereinafter provided, until December [DECEMBER 31, 2007 2006] and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated July 22, 1999 between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.1940

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. In conjunction with the termination of this Agreement, the parties agree to negotiate a plan of transition for the Portfolio in good faith. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of on year and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Adviser, or by the Adviser upon 90 days' ’ prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 150 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated July 22, 1999 between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in __________________________________ effect, unless sooner terminated as hereinafter provided, until December 31, 2007 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. The Manager agrees to provide the Adviser with as much notice as is reasonably practical under the circumstances in the case of any termination of this Agreement by virtue of the termination of the Management Agreement. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities. Manager shall provide Adviser with reasonable prior notice (or, if not practicable, prompt subsequent notice) in the event that this Agreement will terminate (or has terminated) due to either a termination of the Management Agreement or because of an assignment of this Agreement (other than by Adviser).

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 become effective upon the date first above written and shall continue in full force and effect for an initial term ending April 4, 2010, unless earlier amended or terminated. This Agreement is renewable thereafter as to each Fund for successive periods of not to exceed one year thereafter, but only so long as each if such continuance as to the Portfolio is specifically approved at least annually by votes of the Company's Board of Directors, cast in person at a meeting called for the purpose of voting on such approval, or by a majority of the outstanding voting securities of the Fund and in either event by the vote of a majority of the directors who are not parties to the Agreement or interested persons of any such party other than as directors of the Company. In addition, (i) this Agreement may at any time be terminated as to any Fund without the payment of any penalty either by vote of the holders Board of Directors of the Company or by vote of a majority of the outstanding voting securities of the Portfolio or by vote Fund, on sixty days' written notice to the Adviser; (ii) this Agreement shall immediately terminate in the event of a majority its assignment (within the meaning of the Trust's Board Investment Company Act of Trustees1940); and further provided that such continuance is also approved annually (iii) this Agreement may be terminated by the vote of a majority of Adviser on sixty days' written notice to the Trustees who are not parties to Company. Any notice under this Agreement shall be given in writing addressed and delivered, or interested persons mailed postpaid, to the other party at any office of any such party. This Agreement may be terminated amended as to the Portfolio any Fund at any timetime by mutual consent of the parties, without payment provided that such consent on the part of any penalty, the Company shall have been approved by the Trust's Board of Trustees, by the Manager, or by a vote of the a majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to Fund. As used in this paragraph, the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and term "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms term in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority Section 2(a)(42) of the Portfolio's outstanding voting securitiesInvestment Company Act of 1940.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 become effective upon the date first above written and shall continue in full force and effect for an initial term ending May 31, 1999, unless earlier amended or terminated. This Agreement is renewable thereafter as to each Fund for successive periods of not to exceed one year thereafter, but only so long as each if such continuance as to the Portfolio is specifically approved at least annually by votes of the Company's Board of Directors, cast in person at a meeting called for the purpose of voting on such approval, or by a majority of the outstanding voting securities of the Fund and in either event by the vote of a majority of the directors who are not parties to the Agreement or interested persons of any such party other than as directors of the Company. In addition, (i) this Agreement may at any time be terminated as to any Fund without the payment of any penalty either by vote of the holders Board of Directors of the Company or by vote of a majority of the outstanding voting securities of the Portfolio or by vote Fund, on 60 days' written notice to the Adviser; (ii) this Agreement shall immediately terminate in the event of a majority its assignment (within the meaning of the Trust's Board Investment Company Act of Trustees1940); and further provided that such continuance is also approved annually (iii) this Agreement may be terminated by the vote of a majority of Adviser on 60 days' written notice to the Trustees who are not parties to Company. Any notice under this Agreement shall be given in writing addressed and delivered, or interested persons mailed postpaid, to the other party at any office of any such party. This Agreement may be terminated amended as to the Portfolio any Fund at any timetime by mutual consent of the parties, without payment provided that such consent on the part of any penalty, the Company shall have been approved by the Trust's Board of Trustees, by the Manager, or by a vote of the a majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to Fund. As used in this paragraph, the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and term "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms term in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority Section 2(a)(42) of the Portfolio's outstanding voting securitiesInvestment Company Act of 1940.

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2004 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31January 12, 2007 2014 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the TrustFund's Board of TrusteesDirectors; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees Directors who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the TrustFund's Board of TrusteesDirectors, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the AdviserSubadviser, or by the Adviser Subadviser upon 90 days' prior written notice to the ManagerAdviser, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Advisory Agreement between the Manager Adviser and the TrustFund. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the TrustFund's Board of Trustees Directors and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2013 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Advisory Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.outstanding

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the TrustFund's Board of TrusteesDirectors; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees Directors who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the TrustFund's Board of TrusteesDirectors, by the ManagerInvestment Adviser, or by a vote of the majority of the outstanding voting securities of the Portfolio Portfolio, or per the terms of the exemptive order - Release No. 23379 - under section 6(c) of the Act from section 15(a) and rule 18f-2 under the Act, upon 60 days' prior written notice to the Sub-Adviser, or by the Sub-Adviser upon 90 60 days' prior written notice to the ManagerInvestment Adviser, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Investment Advisory Agreement dated as of January 1, 1997, as amended, between the Manager Investment Adviser and the TrustFund. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Sub-Adviser and the ManagerInvestment Adviser, subject to approval by the TrustFund's Board of Trustees Directors and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. a. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of 12 months from the date hereof; and it shall continue in full force and effect for successive periods of one year thereafter, but only so long as each thereafter provided that such continuance as to the Portfolio is specifically approved by the parties and, in addition, at least annually by (i) the vote of the holders of a majority of the outstanding voting securities (as herein defined) of the Portfolio or by vote of a majority of the Trust's Board of Trustees; Trustees and further provided that such continuance is also approved annually (ii) by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any either the Advisor or the Portfolio Advisor, cast in person at a meeting called for the purpose of voting on such partyapproval. b. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, (i) by the Advisor, by the Trust's Board of Trustees, by the Manager, Trustees or by a vote of the majority of the outstanding voting securities of the Portfolio Portfolio, in any such case upon not less than 60 days' prior written notice to the Adviser, or Portfolio Advisor and (ii) by the Adviser Portfolio Advisor upon 90 not less than 60 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Advisor and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. c. This Agreement may be amended at any time by the Adviser and the Managerparties hereto, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a the majority of the Portfolio's outstanding voting securities.securities of the Portfolio affected by such change. d. The terms "

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 311, 2007 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or "interested persons persons" (as defined in the 0000 Xxx) of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in -------- ------------------------- effect, unless sooner terminated as hereinafter provided, until December 31February 1, 2007 2014 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the TrustFund's Board of TrusteesDirectors; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees Directors who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the TrustFund's Board of TrusteesDirectors, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the AdviserSubadviser, or by the Adviser Subadviser upon 90 days' prior written notice to the ManagerAdviser, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Advisory Agreement between the Manager Adviser and the TrustFund. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the TrustFund's Board of Trustees Directors and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote become effective immediately upon termination of the holders Previous Sub-Advisory Agreement. Unless sooner terminated, this Agreement shall terminate on the 150th day following the date on which the Previous Sub-Advisory Agreement terminates. This Agreement may be terminated at any time without payment of any penalty, by the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as Trust upon ten days’ prior written notice to the Portfolio at any time, without payment of any penaltySub-adviser, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio Adviser upon 60 sixty days' prior written notice to the AdviserSub-adviser, or by the Adviser Sub-adviser upon 90 ninety days' ’ prior written notice to the ManagerAdviser, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "“assignment" ” and "vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Sub-adviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's Trust’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effecteffect until September 30, 2009 unless sooner terminated as hereinafter provided, until December 31, 2007 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by the Trustees of the Trust or a vote of the holders of a majority of the outstanding voting securities of the Portfolio or Fund and by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority Trustees of the Trustees Trust who are not parties to this Agreement or interested persons of any such partyparty or the Trust, cast in accordance with the provisions of the 1940 Act. This Agreement may be terminated as to the Portfolio at any time, time without payment of any penalty, by the Adviser, the Trust's Board of Trustees, by the Manager, or by a vote of the a majority of the outstanding voting securities of the Portfolio Trust upon 60 days' days prior written notice to the Sub-adviser or by the Sub-adviser upon 90 days prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Investment Advisory and Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning meanings set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser Sub-adviser and the ManagerAdviser, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the PortfolioFund's outstanding voting securitiessecurities and a vote of a majority of the Trustees of the Trust who are not interested persons of the Trust, the Adviser or the Sub-adviser, cast in person at a meeting called for the purpose of voting on such approval.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31for a period of two years from the date hereof, 2007 and shall continue in full force and effect for successive periods of one year indefinitely thereafter, but only so long as each such continuance as with respect to the Portfolio is Fund, if its continuance after such two-year period shall be specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio Fund or by the vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any the Adviser, cast in person at a meeting called for the purpose of voting on such partyapproval. This Except for the first two-year period, if such approval is not obtained, this Agreement may be terminated as to shall terminate on the Portfolio date which is 15 months from the date of the last such approval. Either party hereto may, at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon time on 60 days' prior written notice to the Adviserother, terminate this Agreement, without the payment of any penalty, by action of its Board of Trustees or Board of Directors, as the case may be, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed uponvote of a majority of its outstanding voting securities. This Agreement agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Managerparties hereto, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a the majority of the Portfolio's outstanding voting securitiessecurities of any Series affected by such change.

Renewal, Termination and Amendment. This Agreement shall continue in __________________________________ effect, unless sooner terminated as hereinafter provided, until December 31, 2007 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or "interested persons persons" (as defined in the 0000 Xxx) of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees'; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 150 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated July 22, 1999 between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the Manager, Manager or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Adviser, or by the Adviser upon 90 days' ’ prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser and the Manager, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Fund’s Board of TrusteesDirectors; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees Directors who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Fund’s Board of TrusteesDirectors, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Advisory Agreement between the Manager Adviser and the TrustFund. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 ActAct and the rules, regulations and interpretations thereunder. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's Fund’s Board of Trustees Directors and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the TrustFund's Board of TrusteesDirectors; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees Directors who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the TrustFund's Board of TrusteesDirectors, by the ManagerInvestment Adviser, or by a vote of the majority of the outstanding voting securities of the Portfolio Portfolio, or per the terms of the exemptive order - Release No. 23379 - under section 6(c) of the Act from section 15(a) and rule 18f-2 under the Act, upon 60 days' prior written notice to the Sub-Adviser, or by the Sub-Adviser upon 90 days' prior written notice to the ManagerInvestment Adviser, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Investment Advisory Agreement dated as of January 1, 1997, as amended, between the Manager Investment Adviser and the TrustFund, provided that the Sub-Adviser receives prior written notice of the termination of the Management Agreement. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Sub-Adviser and the ManagerInvestment Adviser, subject to approval by the TrustFund's Board of Trustees Directors and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the TrustFund's Board of TrusteesDirectors; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees Directors who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the TrustFund's Board of TrusteesDirectors, by the ManagerInvestment Adviser, or by a vote of the majority of the outstanding voting securities of the Portfolio Portfolio, or per the terms of the exemptive order - Release No. 23379 - under section 6(c) of the Act from section 15(a) and rule 18f-2 under the Act, upon 60 days' prior written notice to the Sub-Adviser, or by the Sub-Adviser upon 90 60 days' prior written notice to the ManagerInvestment Adviser, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Investment Advisory Agreement dated as of January 1, 1997, as amended, between the Manager Investment Adviser and the TrustFund. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Sub-Adviser and the ManagerInvestment Adviser, subject to approval by the TrustFund's Board of Trustees Directors and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement ---------------------------------- shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years from the date hereof and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 150 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement dated July 22, 1999 between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, rules and regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in ----------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31, 2007 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of two years and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the ManagerAdviser, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Subadviser, or by the Subadviser upon 90 days’ prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager Adviser and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment, except as otherwise provided by any rule of, or action by, the SEC. The For purposes of this Agreement, the terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended by written instrument at any time by the Adviser Subadviser and the ManagerAdviser, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in effect, unless sooner terminated as hereinafter provided, until December 31, 2007 for a period of one year and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's ’s Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's ’s Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' ’ prior written notice to the Adviser, or by the Adviser upon 90 60 days' ’ prior written notice to the Manager, or upon such shorter notice as may be mutually agreed uponagreed. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the TrustTrust at which time the Manager will promptly provide written notice to the Adviser. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "“assignment" ” and "“vote of a majority of the outstanding voting securities" ” shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's ’s Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's ’s outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2008 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.

Renewal, Termination and Amendment. This Agreement shall continue in ---------------------------------- effect, unless sooner terminated as hereinafter provided, until December 31, 2007 2010 and shall continue in full force and effect for successive periods of one year thereafter, but only so long as each such continuance as to the Portfolio is specifically approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Portfolio or by vote of a majority of the Trust's Board of Trustees; and further provided that such continuance is also approved annually by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any such party. This Agreement may be terminated as to the Portfolio at any time, without payment of any penalty, by the Trust's Board of Trustees, by the Manager, or by a vote of the majority of the outstanding voting securities of the Portfolio upon 60 days' prior written notice to the Adviser, or by the Adviser upon 90 days' prior written notice to the Manager, or upon such shorter notice as may be mutually agreed upon. This Agreement shall terminate automatically and immediately upon termination of the Management Agreement between the Manager and the Trust. This Agreement shall terminate automatically and immediately in the event of its assignment. The terms "assignment" and "vote of a majority of the outstanding voting securities" shall have the meaning set forth for such terms in the 1940 Act. This Agreement may be amended at any time by the Adviser and the Manager, subject to approval by the Trust's Board of Trustees and, if required by applicable SEC rules, regulations, or orders, a vote of a majority of the Portfolio's outstanding voting securities.