Common use of Sale of Shares to Distributor and Sales by Distributor Clause in Contracts

Sale of Shares to Distributor and Sales by Distributor. The Distributor will have the right, as agent, to sell shares of each Class of each Portfolio against orders therefor at the applicable public offering price. For such purposes, the Distributor will have the right to purchase shares at net asset value. The Distributor will also have the right, as agent, to sell shares of a Portfolio indirectly through broker-dealers who are members of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and who are acting as introducing brokers pursuant to clearing agreements with the Distributor (“introducing brokers”), to broker dealers which are members of FINRA and who have entered into selling agreements with the Distributor (“participating brokers”) or through other financial intermediaries, in each case against orders therefor. The price for introducing brokers, participating brokers and other financial intermediaries shall be net asset value. The Trust shall sell through the Distributor, as the Trust’s agent, shares to eligible investors as described in the Prospectus. All orders through the Distributor shall be subject to acceptance and confirmation by the Trust. The Trust shall have the right, at its election, to deliver either shares issued upon original issue or treasury shares. Prior to the time of transfer of any shares by the Trust to, or on the order of, the Distributor or any introducing broker, participating broker or other financial intermediary, the Distributor shall pay or cause to be paid to the Trust or to its order an amount in New York clearing house funds equal to the applicable net asset value of the shares. Upon receipt of registration instructions in proper form, the Distributor will transmit or cause to be transmitted such instructions to the Trust or its agent for registration of the shares purchased. The public offering price of the shares shall be the net asset value of such shares, plus any applicable sales charge as set forth in the Prospectus. In no event will any applicable sales charge or underwriting discount exceed the limitations on permissible sales loads imposed by Section 22(b) of the 1940 Act and Rule 2830(d) of the NASD Conduct Rules (or comparable FINRA Conduct Rules, if such NASD Conduct Rules are subsequently renamed, repealed, rescinded, or otherwise replaced by FINRA Conduct Rules), as either or both may be amended from time to time. On every sale, the Trust shall receive the net asset value of the shares. The net asset value of shares shall be determined in the manner provided in the Trust Instrument and By-laws of the Trust as then amended. The Distributor may retain so much of any sales charge or underwriting discount as is not allowed by the Distributor as a concession to dealers and such sales charge or underwriting discount shall be in addition to any fee paid to the Distributor.

Sale of Shares to Distributor and Sales by Distributor. The Distributor will have the right, as agent, to sell shares of each Class of each Portfolio against orders therefor at the applicable public offering price. For such purposes, the Distributor will have the right to purchase shares at net asset value. The Distributor will also have the right, as agent, to sell shares of a Portfolio indirectly through broker-dealers who are members of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and who are acting as introducing brokers pursuant to clearing agreements with the Distributor (“introducing brokers”), to broker dealers which are members of FINRA and who have entered into selling agreements with the Distributor (“participating brokers”) or through other financial intermediaries, in each case against orders therefor. The price for introducing brokers, participating brokers and other financial intermediaries shall be net asset value. The Trust shall sell through the Distributor, as the Trust’s agent, shares to eligible investors as described in the Prospectus. All orders through the Distributor shall be subject to acceptance and confirmation by the Trust. The Trust shall have the right, at its election, to deliver either shares issued upon original issue or treasury shares. Prior to the time of transfer of any shares by the Trust to, or on the order of, the Distributor or any introducing broker, participating broker or other financial intermediary, the Distributor shall pay or cause to be paid to the Trust or to its order an amount in New York clearing house funds equal to the applicable net asset value of the shares. Upon receipt of registration instructions in proper form, the Distributor will transmit or cause to be transmitted such instructions to the Trust or its agent for registration of the shares purchased. The public offering price of the shares shall be the net asset value of such shares, plus any applicable sales charge as set forth in the Prospectus. In no event will any applicable sales charge or underwriting discount exceed the limitations on permissible sales loads imposed by Section 22(b) of the 1940 Act and Rule 2830(d) of the NASD Conduct Rules (or comparable FINRA Conduct Rules, if such NASD Conduct Rules are subsequently renamed, repealed, rescinded, or otherwise replaced by FINRA Conduct Rules), as either or both may be amended from time to time. On every sale, the Trust shall receive the net asset value of the shares. The net asset value of shares shall be determined in the manner provided in the Declaration of Trust Instrument and By-laws of the Trust as then amended. The Distributor may retain so much of any sales charge or underwriting discount as is not allowed by the Distributor as a concession to dealers and such sales charge or underwriting discount shall be in addition to any fee paid to the Distributor.

Sale of Shares to Distributor and Sales by Distributor. The Distributor will have the right, as agentprincipal, to sell shares Shares of each Class of each Portfolio the Trust directly to the public against orders therefor at the applicable public offering price. For such purposes, the Distributor will have the right to purchase shares at net asset valuevalue of the Share Class. The Distributor will also have the right, as agent, to sell shares of a Portfolio Shares indirectly to the public through broker-dealers who are members of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and who are acting as introducing brokers pursuant to clearing agreements with the Distributor (“introducing brokers”), to broker broker-dealers which are members of the FINRA and who have entered into selling agreements with the Distributor (“participating brokers”) or through other financial intermediaries, in each case against orders therefor. The price for introducing brokers, participating brokers and other financial intermediaries shall be the net asset valuevalue of the Shares, plus in the case of any classes subject to an initial sales charge, any applicable sales charge as set forth in the Prospectus. The Trust shall sell through the Distributor, as the Trust’s agent, shares Shares to eligible investors as described in the Prospectus. All orders through the Distributor shall be subject to acceptance and confirmation by the Trust. The Trust shall have the right, at its election, to deliver either shares Shares issued upon original issue or treasury sharesShares. Prior to the time of transfer of any shares Shares by the Trust to, or on the order of, the Distributor or any introducing broker, participating broker or other financial intermediary, the Distributor shall pay or cause to be paid to the Trust or to its order an amount in New York clearing house funds equal to the applicable net asset value of the sharesShares. Upon receipt of registration instructions in proper form, the Distributor will transmit or cause to be transmitted such instructions to the Trust or its agent for registration of the shares Shares purchased. The public offering price of the shares Shares shall be the net asset value of such sharesShares, plus any applicable sales charge as set forth in the Prospectus. In no event will any applicable sales charge or underwriting discount exceed the limitations on permissible sales loads imposed by Section 22(b) of the 1940 Act and Rule 2830(d2341(d) of the NASD Conduct Rules (or comparable FINRA Conduct Rules, if such NASD Conduct Rules are subsequently renamed, repealed, rescinded, or otherwise replaced by FINRA Conduct Rules)of the FINRA, as either or both may be amended from time to time. On every sale, the Trust shall receive the net asset value of the sharesShares. The net asset value of shares the Shares shall be determined in the manner provided in the Trust Instrument Trust’s Agreement and By-laws Declaration of Trust, as amended or restated from time to time (the Trust “Declaration of Trust”), and Bylaws, as then amendedamended or restated from time to time (the “Bylaws”). The In the case of any Classes subject to an initial sales charge, the Distributor may retain so much of any sales charge or underwriting discount as is not allowed by the Distributor as a concession to dealers and such sales charge or underwriting discount shall be in addition to any fee paid to the DistributorDistributor as described in Section 6 hereof.

Sale of Shares to Distributor and Sales by Distributor. The Distributor will have the right, as agentprincipal, to sell shares of each Class of each Portfolio Fund directly to the public against orders therefor at the applicable public offering priceprice as described below. For such purposes, the Distributor will have the right to purchase shares at net asset value. The Distributor will also have the right, as agent, to sell shares of a Portfolio Fund indirectly to the public through broker-broker dealers who are members of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and who are acting as introducing brokers pursuant to clearing agreements with the Distributor (“introducing brokers”), to broker dealers which who are members of FINRA and who have entered into selling agreements with the Distributor (“participating brokers”) or through other financial intermediaries, in each case against orders therefor. The price of shares for introducing brokers, participating brokers and other financial intermediaries shall be such shares’ net asset value. The Trust shall sell through the Distributor, as the Trust’s agent, shares to eligible investors as described in the Prospectus. All orders through the Distributor shall be subject to acceptance and confirmation by the TrustTrust and its agents. The Trust shall have the right, at its election, to deliver either shares issued upon original issue or treasury shares. Prior to the time of transfer of any shares by the Trust to, or on the order of, the Distributor or any introducing broker, participating broker or other financial intermediary, the Distributor shall pay or cause to be paid to the Trust or to its order an amount in New York clearing house funds equal to the applicable net asset value of the shares. Upon receipt of registration instructions in proper form, the Distributor will transmit or cause to be transmitted such instructions to the Trust or its agent for registration of the shares purchased. The public offering price of the shares shall be the net asset value of such shares, plus any applicable sales charge as set forth in the Prospectus. In no event will any applicable sales charge or underwriting discount exceed the limitations on permissible sales loads imposed by Section 22(b) of the 1940 Act and Rule 2830(d) of the NASD Conduct Rules (or comparable FINRA Conduct Rules, if such NASD Conduct Rules are subsequently renamed, repealed, rescinded, or otherwise replaced by FINRA Conduct Rules), as either or both may be amended from time to time. On every sale, the Trust shall receive the net asset value of the shares. The net asset value of the shares shall be determined in the manner provided in the Trust Instrument Amended and Restated Agreement and Declaration of Trust, as from time to time amended or restated (the “Declaration of Trust”), and the Amended and Restated By-laws of the Trust Trust, as then amended. The Distributor may retain so much of any sales charge from time to time amended or underwriting discount as is not allowed by the Distributor as a concession to dealers and such sales charge or underwriting discount shall be in addition to any fee paid to the Distributorrestated.

Sale of Shares to Distributor and Sales by Distributor. The Distributor will have the right, as agentprincipal, to sell shares of each Class of each Portfolio against orders therefor at the applicable public offering price. For such purposes, the Distributor will have the right to purchase shares at net asset value. The Distributor will also have the right, as agent, to sell shares of a Portfolio indirectly through broker-broker dealers who are members of the Financial Industry Regulatory AuthorityNational Association of Securities Dealers, Inc. (“FINRA”) and who are acting as introducing brokers pursuant to clearing agreements with the Distributor (“"introducing brokers”"), to broker dealers which are members of FINRA the National Association of Securities Dealers, Inc. and who have entered into selling agreements with the Distributor (“"participating brokers”") or through other financial intermediaries, in each case against orders therefor. The price for introducing brokers, participating brokers and other financial intermediaries shall be net asset value. The Trust shall sell through the Distributor, as the Trust’s 's agent, shares to eligible investors as described in the Prospectus. All orders through the Distributor shall be subject to acceptance and confirmation by the Trust. The Trust shall have the right, at its election, to deliver either shares issued upon original issue or treasury shares. Prior to the time of transfer of any shares by the Trust to, or on the order of, the Distributor distributor or any introducing broker, participating broker or other financial intermediary, the Distributor shall pay or cause to be paid to the Trust or to its order an amount in New York clearing house funds equal to the applicable net asset value of the shares. Upon receipt of registration instructions in proper form, the Distributor distributor will transmit or cause to be transmitted such instructions to the Trust or its agent for registration of the shares purchased. The public offering price of the shares shall be the net asset value of such shares, plus any applicable sales charge as set forth in the Prospectus. In no event will any applicable sales charge or underwriting discount exceed the limitations on permissible sales loads imposed by Section 22(b) of the 1940 Act and Rule 2830(d2830(d)(1) of the NASD Conduct Rules (or comparable FINRA Conduct Rulesof the National Association of Securities Dealers, if such NASD Conduct Rules are subsequently renamed, repealed, rescinded, or otherwise replaced by FINRA Conduct Rules)Inc., as either or both may be amended from time to time. On every sale, the Trust shall receive the net asset value of the shares. The net asset value of shares shall be determined in the manner provided in the Trust Instrument and By-laws of the Trust as then amended. The Distributor may retain so much of any sales charge or underwriting discount as is not allowed by the Distributor as a concession to dealers and such sales charge or underwriting discount shall be in addition to any fee paid to the Distributor.

Sale of Shares to Distributor and Sales by Distributor. The Distributor will have the right, as agentprincipal, to sell shares Shares of each Class of each Portfolio the Trust directly to the public against orders therefor at the applicable public offering price. For such purposes, the Distributor will have the right to purchase shares at net asset valuevalue of the Share Class. The Distributor will also have the right, as agent, to sell shares of a Portfolio Shares indirectly to the public through broker-dealers who are members of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and who are acting as introducing brokers pursuant to clearing agreements with the Distributor (“introducing brokers”), to broker broker-dealers which are members of the FINRA and who have entered into selling agreements with the Distributor (“participating brokers”) or through other financial intermediaries, in each case against orders therefor. The price for introducing brokers, participating brokers and other financial intermediaries shall be the net asset valuevalue of the Shares, plus in the case of any classes subject to an initial sales charge, any applicable sales charge as set forth in the Prospectus. The Trust shall sell through the Distributor, as the Trust’s agent, shares Shares to eligible investors as described in the Prospectus. All orders through the Distributor shall be subject to acceptance and confirmation by the Trust. The Trust shall have the right, at its election, to deliver either shares Shares issued upon original issue or treasury sharesShares. Prior to the time of transfer of any shares Shares by the Trust to, or on the order of, the Distributor or any introducing broker, participating broker or other financial intermediary, the Distributor shall pay or cause to be paid to the Trust or to its order an amount in New York clearing house funds equal to the applicable net asset value of the sharesShares. Upon receipt of registration instructions in proper form, the Distributor will transmit or cause to be transmitted such instructions to the Trust or its agent for registration of the shares Shares purchased. The public offering price of the shares Shares shall be the net asset value of such sharesShares, plus any applicable sales charge as set forth in the Prospectus. In no event will any applicable sales charge or underwriting discount exceed the limitations on permissible sales loads imposed by Section 22(b) of the 1940 Act and Rule 2830(d) of the NASD Conduct Rules (or comparable FINRA Conduct Rules, if such NASD Conduct Rules are subsequently renamed, repealed, rescinded, or otherwise replaced by FINRA Conduct Rules)of the FINRA, as either or both may be amended from time to time. On every sale, the Trust shall receive the net asset value of the sharesShares. The net asset value of shares the Shares shall be determined in the manner provided in the Trust Instrument Trust’s Agreement and By-laws Declaration of Trust, as amended or restated from time to time (the Trust “Declaration of Trust”), and Bylaws, as then amendedamended or restated from time to time (the “Bylaws”). The In the case of any Classes subject to an initial sales charge, the Distributor may retain so much of any sales charge or underwriting discount as is not allowed by the Distributor as a concession to dealers and such sales charge or underwriting discount shall be in addition to any fee paid to the DistributorDistributor as described in Section 6 hereof.

Sale of Shares to Distributor and Sales by Distributor. The Distributor will have the right, as agent, to sell shares Shares of each Class of each Portfolio Fund directly to the public against orders therefor at the applicable public offering price. For such purposes, the Distributor will have the right to purchase shares at net asset valuevalue of the Share Class, plus in the case of any Classes subject to an initial sales charge, any such sales charge as set forth in the Fund’s Prospectus. The Distributor will also have the right, as agent, to sell shares Shares of each Class of a Portfolio Fund indirectly to the public through broker-dealers who are members of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and who are acting as introducing brokers pursuant to clearing agreements with the Distributor (“introducing brokers”), to broker dealers which are members of FINRA and who have entered into selling agreements with the Distributor (“participating brokers”) or through other financial intermediaries, in each case against orders therefor. The price for introducing brokers, participating brokers and other financial intermediaries shall be the net asset valuevalue of the Shares, plus in the case of any Classes subject to an initial sales charge, any such sales charge as set forth in the Prospectus, unless waived. The Trust Each Fund shall sell through the Distributor, as the TrustFund’s agent, shares Shares to eligible investors as described in the Prospectus. All orders through the Distributor shall be subject to acceptance and confirmation by the TrustFund. The Trust Fund shall have the right, at its election, to deliver either shares Shares issued upon original issue or treasury sharesShares. Prior to the time of transfer of any shares Shares by the Trust a Fund to, or on the order of, the Distributor or any introducing broker, participating broker or other financial intermediary, the Distributor shall pay or cause to be paid to the Trust Fund or to its order an amount in New York clearing house funds equal to the applicable net asset value of the sharesShares. Upon receipt of registration instructions in proper form, the Distributor will transmit or cause to be transmitted such instructions to the Trust a Fund or its agent for registration of the shares Shares purchased. The public offering price of the shares Shares shall be the net asset value of such sharesShares, plus any applicable sales charge as set forth in the Prospectus, unless waived. In no event will any applicable sales charge or underwriting discount exceed the limitations on permissible sales loads imposed by Section 22(b) of the 1940 Act and Rule 2830(d2341(d) of the NASD Conduct Rules (or comparable FINRA Conduct Rules, if such NASD Conduct Rules are subsequently renamed, repealed, rescinded, or otherwise replaced by FINRA Conduct Rules)of the FINRA, as either or both may be amended from time to time. On every sale, the Trust each Fund shall receive the net asset value of the sharesShares. The net asset value of shares the Shares shall be determined in the manner provided in the Trust Instrument Fund’s Agreement and By-laws Declaration of Trust, as amended or restated from time to time (with respect to each Fund, its “Declaration of Trust”), and Bylaws, as amended or restated from time to time (with respect to each Fund, its “Bylaws”). In the Trust as then amended. The case of any Classes subject to an initial sales charge, the Distributor may retain so much of any sales charge or underwriting discount as is not allowed by the Distributor as a concession to dealers and such sales charge or underwriting discount shall be in addition to any fee paid to the DistributorDistributor as described in Section 7 hereof. Any early withdrawal charge imposed on repurchases of a Class of Shares upon the terms and conditions set forth in the Prospectus shall be paid to the Distributor in addition to the fees with respect to such Class set forth in Section 7 hereof. Each Fund will take such steps as are commercially reasonable to track on a share-by-share basis the aging of its Shares for purposes of calculating any early withdrawal charge that may be in effect pursuant to the Prospectus.

Sale of Shares to Distributor and Sales by Distributor. The Distributor will have the right, as agentprincipal, to sell shares of each Class of each Portfolio against orders therefor at the applicable public offering price. For such purposes, the Distributor will have the right to purchase shares at net asset value. The Distributor will also have the right, as agent, to sell shares of a Portfolio indirectly through broker-broker dealers who are members of the Financial Industry Regulatory AuthorityNational Association of Securities Dealers, Inc. (“FINRA”) and who are acting as introducing brokers pursuant to clearing agreements with the Distributor (“"introducing brokers”"), to broker dealers which are members of FINRA the National Association of Securities Dealers, Inc. and who have entered into selling agreements with the Distributor (“"participating brokers”") or through other financial intermediaries, in each case against orders therefor. The price for introducing brokers, participating brokers and other financial intermediaries shall be net asset value. The Trust shall sell through the Distributor, as the Trust’s 's agent, shares to eligible investors as described in the Prospectus. All orders through the Distributor shall be subject to acceptance and confirmation by the Trust. The Trust shall have the right, at its election, to deliver either shares issued upon original issue or treasury shares. Prior to the time of transfer of any shares by the Trust to, or on the order of, the Distributor or any introducing broker, participating broker or other financial intermediary, the Distributor shall pay or cause to be paid to the Trust or to its order an amount in New York clearing house funds equal to the applicable net asset value of the shares. Upon receipt of registration instructions in proper form, the Distributor will transmit or cause to be transmitted such instructions to the Trust or its agent for registration of the shares purchased. The public offering price of the shares shall be the net asset value of such shares, plus any applicable sales charge shares as set forth in the Prospectus. In no event will any applicable sales charge or underwriting discount exceed the limitations on permissible sales loads imposed by Section 22(b) of the 1940 Act and Rule 2830(d2830(d)(1) of the NASD Conduct Rules (or comparable FINRA Conduct Rulesof the National Association of Securities Dealers, if such NASD Conduct Rules are subsequently renamed, repealed, rescinded, or otherwise replaced by FINRA Conduct Rules)Inc., as either or both may be amended from time to time. On every sale, the Trust shall receive the net asset value of the shares. The net asset value of shares shall be determined in the manner provided in the Trust Instrument and By-laws of the Trust as then amended. The Distributor may retain so much of any sales charge or underwriting discount as is not allowed by the Distributor as a concession to dealers and such sales charge or underwriting discount shall be in addition to any fee paid to the Distributor.

Sale of Shares to Distributor and Sales by Distributor. The Distributor will have the right, as agentprincipal, to sell shares of each Class of each Portfolio against orders therefor at the applicable public offering pricenet asset value. For such purposes, the Distributor will have the right to purchase shares at net asset value. The Distributor will also have the right, as agent, to sell shares of a Portfolio indirectly through broker-broker dealers who are members of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and who are acting as introducing brokers pursuant to clearing agreements with the Distributor (“introducing brokers”), to broker dealers which are members of FINRA and who have entered into selling agreements with the Distributor (“participating brokers”) or through other financial intermediaries, in each case against orders therefor. The price for introducing brokers, participating brokers and other financial intermediaries shall be net asset value. The Trust shall sell through the Distributor, as the Trust’s agent, shares to eligible investors as described in the Prospectus. All orders through the Distributor shall be subject to acceptance and confirmation by the Trust. The Trust shall have the right, at its election, to deliver either shares issued upon original issue or treasury shares. Prior to the time of transfer of any shares by the Trust to, or on the order of, the Distributor or any introducing broker, participating broker or other financial intermediary, the Distributor shall pay or cause to be paid to the Trust or to its order an amount in New York clearing house funds equal to the applicable net asset value of the shares. Upon receipt of registration instructions in proper form, the Distributor will transmit or cause to be transmitted such instructions to the Trust or its agent for registration of the shares purchased. The public offering price of the shares shall be the net asset value of such shares, plus any applicable sales charge shares as set forth in the Prospectus. In no event will any applicable sales charge or underwriting discount exceed the limitations on permissible sales loads imposed by Section 22(b) of the 1940 Act and NASD Rule 2830(d2830(d)(1) of the NASD Conduct Rules (or comparable FINRA Conduct Rules, if such NASD Conduct Rules are subsequently renamed, repealed, rescinded, or otherwise replaced by FINRA Conduct Rules)of FINRA, as either or both may be amended from time to time. On every sale, the Trust shall receive the net asset value of the shares. The net asset value of shares shall be determined in the manner provided in the Amended and Restated Agreement and Declaration of Trust Instrument of the Trust, as from time to time amended or restated (the “Declaration of Trust”), and the Amended and Restated By-laws of the Trust Trust, as then amended. The Distributor may retain so much of any sales charge from time to time amended or underwriting discount as is not allowed by restated (the Distributor as a concession to dealers and such sales charge or underwriting discount shall be in addition to any fee paid to the Distributor“By-laws”).

Sale of Shares to Distributor and Sales by Distributor. The Distributor will have the right, as agentprincipal, to sell shares of each Class of each the Portfolio against orders therefor at the applicable public offering pricenet asset value. For such purposes, the Distributor will have the right to purchase shares at net asset value. The Distributor will also have the right, as agent, to sell shares of a the Portfolio indirectly through broker-broker dealers who are members of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and who are acting as introducing brokers pursuant to clearing agreements with the Distributor (“introducing brokers”), to broker dealers which who are members of FINRA and who have entered into selling agreements with the Distributor (“participating brokers”) or through other financial intermediaries, in each case against orders therefor. The price for introducing brokers, participating brokers and other financial intermediaries shall be net asset value. The Trust shall sell through the Distributor, as the Trust’s agent, shares to eligible investors as described in the Prospectus. All orders through the Distributor shall be subject to acceptance and confirmation by the Trust. The Trust shall have the right, at its election, to deliver either shares issued upon original issue or treasury shares. Prior to the time of transfer of any shares by the Trust to, or on the order of, the Distributor or any introducing broker, participating broker or other financial intermediary, the Distributor shall pay or cause to be paid to the Trust or to its order an amount in New York clearing house funds equal to the applicable net asset value of the shares. Upon receipt of registration instructions in proper form, the Distributor will transmit or cause to be transmitted such instructions to the Trust or its agent for registration of the shares purchased. The public offering price of the shares shall be the net asset value of such shares, plus any applicable sales charge as set forth in the Prospectus. In no event will any applicable sales charge or underwriting discount exceed the limitations on permissible sales loads imposed by Section 22(b) of the 1940 Act and Rule 2830(d) of the NASD Conduct Rules (or comparable FINRA Conduct Rules, if such NASD Conduct Rules are subsequently renamed, repealed, rescinded, or otherwise replaced by FINRA Conduct Rules), as either or both may be amended from time to time. On every sale, the Trust shall receive the net asset value of the shares. The net asset value of the shares shall be determined in the manner provided in the Trust Instrument Amended and Restated Agreement and Declaration of Trust, as from time to time amended or restated (the “Declaration of Trust”), and the By-laws of the Trust Trust, as then amended. The Distributor may retain so much of any sales charge from time to time amended or underwriting discount as is not allowed by the Distributor as a concession to dealers and such sales charge or underwriting discount shall be in addition to any fee paid to the Distributorrestated.

Sale of Shares to Distributor and Sales by Distributor. The Distributor will have the right, as agentprincipal, to sell shares of each Class of each Portfolio against orders therefor at the applicable public offering price. For such purposes, the Distributor will have the right to purchase shares at net asset value. The Distributor will also have the right, as agent, to sell shares of a Portfolio indirectly through broker-dealers who are members of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and who are acting as introducing brokers pursuant to clearing agreements with the Distributor (“introducing brokers”), to broker dealers which are members of FINRA and who have entered into selling agreements with the Distributor (“participating brokers”) or through other financial intermediaries, in each case against orders therefor. The price for introducing brokers, participating brokers and other financial intermediaries shall be net asset value. The Trust shall sell through the Distributor, as the Trust’s agent, shares to eligible investors as described in the Prospectus. All orders through the Distributor shall be subject to acceptance and confirmation by the Trust. The Trust shall have the right, at its election, to deliver either shares issued upon original issue or treasury shares. Prior to the time of transfer of any shares by the Trust to, or on the order of, the Distributor or any introducing broker, participating broker or other financial intermediary, the Distributor shall pay or cause to be paid to the Trust or to its order an amount in New York clearing house funds equal to the applicable net asset value of the shares. Upon receipt of registration instructions in proper form, the Distributor will transmit or cause to be transmitted such instructions to the Trust or its agent for registration of the shares purchased. The public offering price of the shares shall be the net asset value of such shares, plus any applicable sales charge as set forth in the Prospectus. In no event will any applicable sales charge or underwriting discount exceed the limitations on permissible sales loads imposed by Section 22(b) of the 1940 Act and Rule 2830(d) of the NASD Conduct Rules (or comparable FINRA Conduct Rules, if such NASD Conduct Rules are subsequently renamed, repealed, rescinded, or otherwise replaced by FINRA Conduct Rules)of FINRA, as either or both may be amended from time to time. On every sale, the Trust shall receive the net asset value of the shares. The net asset value of shares shall be determined in the manner provided in the Declaration of Trust Instrument and By-laws of the Trust as then amended. The Distributor may retain so much of any sales charge or underwriting discount as is not allowed by the Distributor as a concession to dealers and such sales charge or underwriting discount shall be in addition to any fee paid to the Distributor.