Common use of Risk Management and Policies and Procedures Review Clause in Contracts

Risk Management and Policies and Procedures Review. As part of the risk management and policies and procedures review, NLCS will perform the services listed below: A. Evaluation of Internal Control Structure 1. Conduct interviews with certain employees throughout the business lines of the Trust who are responsible for the day-to-day operations of the Trust in relation to compliance with the Federal Securities Laws by the Trust and each investment adviser, principal underwriter, administrator, and transfer agent of the Trust (collectively the “Service Providers”). 2. Assess from the interviews the operational risks and compliance with stated policies and procedures of the Trust and its Service Providers. 3. Review internal audit and other reports maintained by the Trust and, to the extent practicable, its Service Providers, related to compliance with the Federal Securities Laws. 4. Review any written policies and procedures provided pursuant to Section 1(b) below to assess the appropriateness of such documents with respect to compliance with the Federal Securities Laws by the Trust and its Service Providers. B. Review of the Trust’s Policies and Procedures 1. Conduct a detailed review and assessment of the Trust’s policies and procedures pertaining to compliance with the Federal Securities Laws. This review will cover among other things, the Trust’s policies and procedures relating to: a. Pricing of portfolio securities and Fund shares, with a focus on the following items within the pricing policies and procedures: (i) Monitoring for circumstances that may necessitate the use of fair value prices; (ii) Establishing criteria for determining when market quotations are no longer reliable for a particular portfolio security; (iii) Providing a methodology or methodologies by which the Funds determine the current fair value of the portfolio securities; and (iv) Reviewing the appropriateness and accuracy of the methodology used in valuing securities, including making any necessary adjustments. b. Processing of Fund shares, with a focus on the following items: (i) Segregation of investor orders received before the Fund prices its shares from those that were received after the Fund prices its shares; and (ii) Methodology used by the Fund to protect itself and its shareholders against late trading. c. Identification of affiliated persons to ensure that any transactions with affiliated persons are executed in compliance with the Investment Company Act. d. Protection of nonpublic information, including: (i) Prohibitions against trading portfolio securities on the basis of information acquired by analysts or portfolio managers employed by the Trust or its Service Providers; (ii) Disclosure to third parties of material information about the Funds’ portfolios, trading strategies, or pending transactions; and (iii) Purchase or sale of Fund shares by the Trust or its Service Providers’ personnel based on material, nonpublic information about the Funds’ portfolios. e. Compliance with fund governance requirements, including the procedures to guard against: (i) Improperly constituted board; (ii) Failure of the board to properly consider matters entrusted to it; and (iii) Failure of the board to request and consider information required by the Investment Company Act from the Trust and its Service Providers. f. The excessive short-term trading of mutual fund shares that may be harmful to the Funds, including a focus on the following areas: (i) Consistency of policies and procedures with each Fund’s disclosed policies regarding market timing; (ii) Monitoring of shareholder trades or flows of money in and out of the Fund in order to detect market timing activity; (iii) Enforcement of each Fund’s policies regarding marketing timing; (iv) Prevention of short-term trading waivers that would harm each Fund or its shareholders or subordinate the interests of the Fund or its shareholders to any affiliated person or associated person of the Fund; and (v) Reporting to the Funds’ board regarding all waivers granted, so that the board can determine whether the waivers were proper. g. Document retention and business continuity. Each Fund assumes responsibility for ensuring that the Fund complies with all applicable requirements of the Securities Act of 1933, as amended (the “Securities Act”), the Securities Exchange Act of 1934, as amended, the Investment Company Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Fund. The services of NLCS are intended to assist the Trust and each Fund in carrying out their responsibility. C. Review of Policies and Procedures of the Trust’s Service Providers 1. Conduct a review of the policies and procedures of the following Service Providers to the Trust, as they relate to the Trust’s compliance with the Federal Securities Laws.

Risk Management and Policies and Procedures Review. As part of the risk management and policies and procedures review, NLCS will perform the services listed below: A. Evaluation of Internal Control Structure 1. Conduct interviews with certain employees throughout the business lines of the Trust who are responsible for the day-to-day operations of the Trust in relation to compliance with the Federal Securities Laws by the Trust and each investment adviser, principal underwriter, administrator, and transfer agent of the Trust (collectively the “Service Providers”). 2. Assess from the interviews the operational risks and compliance with stated policies and procedures of the Trust and its Service Providers. 3. Review internal audit and other reports maintained by the Trust and, to the extent practicable, its Service Providers, related to compliance with the Federal Securities Laws. 4. Review any written policies and procedures provided pursuant to Section 1(b) below to assess the appropriateness of such documents with respect to compliance with the Federal Securities Laws by the Trust and its Service Providers. B. Review of the Trust’s Policies and Procedures 1. Conduct a detailed review and assessment of the Trust’s policies and procedures pertaining to compliance with the Federal Securities Laws. This review will cover among other things, the Trust’s policies and procedures relating to: a. Pricing of portfolio securities and Fund shares, with a focus on the following items within the pricing policies and procedures: (i) Monitoring for circumstances that may necessitate the use of fair value prices; (ii) Establishing criteria for determining when market quotations are no longer reliable for a particular portfolio security; (iii) Providing a methodology or methodologies by which the Funds determine the current fair value of the portfolio securities; and (iv) Reviewing the appropriateness and accuracy of the methodology used in valuing securities, including making any necessary adjustments. b. Processing of Fund shares, with a focus on the following items: (i) Segregation of investor orders received before the Fund prices its shares from those that were received after the Fund prices its shares; and (ii) Methodology used by the Fund to protect itself and its shareholders against late trading. c. Identification of affiliated persons to ensure that any transactions with affiliated persons are executed in compliance with the Investment Company Act. d. Protection of nonpublic information, including: (i) Prohibitions against trading portfolio securities on the basis of information acquired by analysts or portfolio managers employed by the Trust or its Service Providers; (ii) Disclosure to third parties of material information about the Funds’ portfolios, trading strategies, or pending transactions; and (iii) Purchase or sale of Fund shares by the Trust or its Service Providers’ personnel based on material, nonpublic information about the Funds’ portfolios. e. Compliance with fund governance requirements, including the procedures to guard against: (i) Improperly constituted board; (ii) Failure of the board to properly consider matters entrusted to it; and (iii) Failure of the board to request and consider information required by the Investment Company Act from the Trust and its Service Providers. f. The excessive short-term trading of mutual fund shares that may be harmful to the FundsFund, including a focus on the following areas: (i) Consistency of policies and procedures with each the Fund’s disclosed policies regarding market timing; (ii) Monitoring of shareholder trades or flows of money in and out of the Fund in order to detect market timing activity; (iii) Enforcement of each the Fund’s policies regarding marketing timing; (iv) Prevention of short-term trading waivers that would harm each the Fund or its shareholders or subordinate the interests of the Fund or its shareholders to any affiliated person or associated person of the Fund; and (v) Reporting to the Funds’ Fund’s board regarding all waivers granted, so that the board can determine whether the waivers were proper. g. Document retention and business continuity. Each Fund assumes responsibility for ensuring that the Fund complies with all applicable requirements of the Securities Act of 1933, as amended (the “Securities Act”), the Securities Exchange Act of 1934, as amended, the Investment Company Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Fund. The services of NLCS are intended to assist the Trust and each Fund in carrying out their responsibility. C. Review of Policies and Procedures of the Trust’s Service Providers 1. Conduct a review of the policies and procedures of the following Service Providers to the Trust, as they relate to the Trust’s compliance with the Federal Securities Laws.

Risk Management and Policies and Procedures Review. As part of the risk management and policies and procedures review, NLCS will perform the services listed below: A. Evaluation of Internal Control Structure 1. Conduct interviews with certain employees throughout the business lines of the Trust Fund who are responsible for the day-to-day operations of the Trust Fund in relation to compliance with the Federal Securities Laws by the Trust Fund and each investment adviser, principal underwriter, administrator, and transfer agent of the Trust Fund (collectively the “Service Providers”). 2. Assess from the interviews the operational risks and compliance with stated policies and procedures of the Trust Fund and its Service Providers. 3. Review internal audit and other reports maintained by the Trust Fund and, to the extent practicable, its Service Providers, related to compliance with the Federal Securities Laws. 4. Review any written policies and procedures provided pursuant to Section 1(b) below to assess the appropriateness of such documents with respect to compliance with the Federal Securities Laws by the Trust Fund and its Service Providers. B. Review of the TrustFund’s Policies and Procedures 1. Conduct a detailed review and assessment of the TrustFund’s policies and procedures pertaining to compliance with the Federal Securities Laws. This review will cover among other things, the TrustFund’s policies and procedures relating to: a. Pricing of portfolio securities and Fund shares, with a focus on the following items within the pricing policies and procedures: (i) Monitoring for circumstances that may necessitate the use of fair value prices; (ii) Establishing criteria for determining when market quotations are no longer reliable for a particular portfolio security; (iii) Providing a methodology or methodologies by which the Funds determine Fund determines the current fair value of the portfolio securities; and (iv) Reviewing the appropriateness and accuracy of the methodology used in valuing securities, including making any necessary adjustments. b. Processing of Fund shares, with a focus on the following items: (i) Segregation of investor orders received before the Fund prices its shares from those that were received after the Fund prices its shares; and (ii) Methodology used by the Fund to protect itself and its shareholders against late trading. c. Identification of affiliated persons to ensure that any transactions with affiliated persons are executed in compliance with the Investment Company Act. d. Protection of nonpublic information, including: (i) Prohibitions against trading portfolio securities on the basis of information acquired by analysts or portfolio managers employed by the Trust Fund or its Service Providers; (ii) Disclosure to third parties of material information about the Funds’ portfoliosFund’s portfolio, trading strategies, or pending transactions; and (iii) Purchase or sale of Fund shares by the Trust Fund or its Service Providers’ personnel based on material, nonpublic information about the Funds’ portfoliosFund’s portfolio. e. Compliance with fund governance requirements, including the procedures to guard against: (i) Improperly constituted board; (ii) Failure of the board to properly consider matters entrusted to it; and (iii) Failure of the board to request and consider information required by the Investment Company Act from the Trust Fund and its Service Providers. f. The excessive short-term trading of mutual fund Fund shares that may be harmful to the FundsFund, including a focus on the following areas: (i) Consistency of policies and procedures with each the Fund’s disclosed policies regarding market timing; (ii) Monitoring of shareholder trades or flows of money in and out of the Fund in order to detect market timing activity; (iii) Enforcement of each the Fund’s policies regarding marketing market timing; (iv) Prevention of short-term trading waivers that would harm each the Fund or its shareholders or subordinate the interests of the Fund or its shareholders to any affiliated person or associated person of the Fund; and (v) Reporting to the Funds’ Fund’s board regarding all waivers granted, so that the board can determine whether the waivers were proper. g. Document retention and business continuity. Each The Fund assumes responsibility for ensuring that the Fund complies with all applicable requirements of the Securities Act of 1933, as amended (the “Securities Act”), the Securities Exchange Act of 1934, as amended, the Investment Company Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Fund. The services of NLCS are intended to assist the Trust and each Fund in carrying out their its responsibility. C. Review of Policies and Procedures of the TrustFund’s Service Providers 1. Conduct a review of the policies and procedures of the following Service Providers to the TrustFund, as they relate to the TrustFund’s compliance with the Federal Securities Laws.

Risk Management and Policies and Procedures Review. As part of the risk management and policies and procedures review, NLCS will perform the services listed below: A. Evaluation of Internal Control Structure 1. Conduct interviews with certain employees throughout the business lines of the Trust Fund who are responsible for the day-to-day operations of the Trust Fund in relation to compliance with the Federal Securities Laws by the Trust Fund and each investment adviser, principal underwriter, administrator, and transfer agent of the Trust Fund (collectively the “Service Providers”). 2. Assess from the interviews the operational risks and compliance with stated policies and procedures of the Trust Fund and its Service Providers. 3. Review internal audit and other reports maintained by the Trust Fund and, to the extent practicable, its Service Providers, related to compliance with the Federal Securities Laws. 4. Review any written policies and procedures provided pursuant to Section 1(b) below to assess the appropriateness of such documents with respect to compliance with the Federal Securities Laws by the Trust Fund and its Service Providers. B. Review of the TrustFund’s Policies and Procedures 1. Conduct a detailed review and assessment of the TrustFund’s policies and procedures pertaining to compliance with the Federal Securities Laws. This review will cover among other things, the TrustFund’s policies and procedures relating to: a. Pricing of portfolio securities and Fund shares, with a focus on the following items within the pricing policies and procedures: (i) Monitoring for circumstances that may necessitate the use of fair value prices; (ii) Establishing criteria for determining when market quotations are no longer reliable for a particular portfolio security; (iii) Providing a methodology or methodologies by which the Funds determine Fund determines the current fair value of the portfolio securities; and (iv) Reviewing the appropriateness and accuracy of the methodology used in valuing securities, including making any necessary adjustments. b. Processing of Fund shares, with a focus on the following items: (i) Segregation of investor orders received before the Fund prices its shares from those that were received after the Fund prices its shares; and (ii) Methodology used by the Fund to protect itself and its shareholders against late trading. c. Identification of affiliated persons to ensure that any transactions with affiliated persons are executed in compliance with the Investment Company Act. d. c. Protection of nonpublic information, including: (i) Prohibitions against trading portfolio securities on the basis of information acquired by analysts or portfolio managers employed by the Trust Fund or its Service Providers; (ii) Disclosure to third parties of material information about the Funds’ portfoliosFund’s portfolio, trading strategies, or pending transactions; and (iii) Purchase or sale of Fund shares by the Trust Fund or its Service Providers’ personnel based on material, nonpublic information about the Funds’ portfoliosFund’s portfolio. e. d. Compliance with fund governance requirements, including the procedures to guard against: (i) Improperly constituted board; (ii) Failure of the board to properly consider matters entrusted to it; and (iii) Failure of the board to request and consider information required by the Investment Company Act from the Trust Fund and its Service Providers. f. The excessive short-term trading of mutual fund shares that may be harmful to the Funds, including a focus on the following areas: (i) Consistency of policies and procedures with each Fund’s disclosed policies regarding market timing; (ii) Monitoring of shareholder trades or flows of money in and out of the Fund in order to detect market timing activity; (iii) Enforcement of each Fund’s policies regarding marketing timing; (iv) Prevention of short-term trading waivers that would harm each Fund or its shareholders or subordinate the interests of the Fund or its shareholders to any affiliated person or associated person of the Fund; and (v) Reporting to the Funds’ board regarding all waivers granted, so that the board can determine whether the waivers were proper. g. e. Document retention and business continuity. Each The Fund assumes responsibility for ensuring that the Fund complies with all applicable requirements of the Securities Act of 1933, as amended (the “Securities Act”), the Securities Exchange Act of 1934, as amended, the Investment Company Act and any laws, rules and regulations of governmental authorities with jurisdiction over the Fund. The services of NLCS are intended to assist the Trust and each Fund in carrying out their its responsibility. C. Review of Policies and Procedures of the TrustFund’s Service Providers 1. Conduct a review of the policies and procedures of the following Service Providers to the TrustFund, as they relate to the TrustFund’s compliance with the Federal Securities Laws.