Common use of Service Contracts Clause in Contracts

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 18 contracts

Samples: Trust Agreement (Phoenix Equity Series Fund), Agreement and Declaration of Trust (Phoenix Asset Trust), Trust Agreement (Phoenix Oakhurst Strategic Allocation Fund Inc)

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Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of Bylaws and the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management management, loan servicing and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organizationPersons; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Investment Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and Administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organizationPerson(s), appointing it such Person(s) exclusive or nonexclusive distributor distributor, placement agent or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) Trust or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of Bylaws and the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizationsPerson(s), appointing it or them the such Person(s) to serve as custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws, the 1940 Act, or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Person(s) to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Trust, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Trust. (e) The fact that: (i1) any of the Shareholders, Trustees, Trustees or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Investment Manager, adviser, Principal Underwriter, distributorplacement agent, distributor or affiliate or agent of or for any corporation, trust, association, association or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's ’s, placement agent’s or distributor's ’s contract, or transfertransfer servicing, loan servicing, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or of affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii2) any corporation, trust, association or other organization Person with which an advisory, management management, or administration contract or principal underwriter's ’s, placement agent’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's ’s, placement agent’s or distributor's ’s contract, or transfertransfer servicing, loan servicing, Shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizationsorganization, or has other business or interestsinterests with any other Person, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 10 contracts

Samples: Agreement and Declaration of Trust (Wilshire Private Assets Tender Fund), Agreement and Declaration of Trust (Wilshire Private Assets Fund), Agreement and Declaration of Trust (Emerging Growth & Dividend Reinvestment Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 6 contracts

Samples: Trust Agreement (Prudential Real Estate Fund), Agreement and Declaration of Trust (Prudential Developing Markets Fund), Trust Agreement (Prudential Mid Cap Value Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, with which an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 6 contracts

Samples: Trust Agreement (Virtus Solutions SMA Trust), Agreement and Declaration of Trust (Virtus Asset Trust), Agreement and Declaration of Trust (Virtus Alternative Solutions Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of Bylaws and the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management management, loan servicing and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organizationPersons; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Investment Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and Administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organizationPerson(s), appointing it such Person(s) exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) Trust or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of Bylaws and the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizationsPerson(s), appointing it or them the such Person(s) to serve as custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws, the 1940 Act, or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Person(s) to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Trust, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Trust. (e) The fact that: (i1) any of the Shareholders, Trustees, Trustees or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Investment Manager, adviser, Principal Underwriter, distributor, distributor or affiliate or agent of or for any corporation, trust, association, association or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfertransfer servicing, loan servicing, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or of affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii2) any corporation, trust, association or other organization Person with which an advisory, management management, or administration contract or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfertransfer servicing, loan servicing, Shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizationsorganization, or has other business or interestsinterests with any other Person, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 6 contracts

Samples: Agreement and Declaration of Trust (Bluestone Community Development Fund), Agreement and Declaration of Trust (Bluestone Community Development Fund), Agreement and Declaration of Trust (Bluestone Community Development Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory (and sub-advisory), management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporationPerson, trustincluding any affiliate, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and an Investment Adviser to determine from time to time without prior consultation with the Trustees what investments shall be purchasedpurchased or otherwise acquired, owned, held, sold invested or exchanged reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the assets of the Trust Property shall be held uninvested and to make changes in the Trust's ’s or a particular Series’ investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporationPersons, trust, association or other organizationincluding any affiliate, appointing it such Person(s) exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporationsPersons appointing such Person(s), trustsincluding any affiliate, associations to serve as custodians, transfer agents and/or shareholder servicing agents or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent agents for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Persons, including any affiliate, to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (Series. The authority of the Trustees hereunder to authorize the Trust to enter into contracts or Class)other agreements or arrangements shall include the authority of the Trustees to modify, amend, waive any provision of, supplement, assign all or a portion of, novate, or terminate such contracts, agreements or arrangements. The enumeration of any specific contracts in this Section shall in no way be deemed to limit the power and authority of the Trustees as set forth in Article IV hereof to authorize the Trust to employ, contract with or make payments to such Persons as the Trustees may deem desirable for the transaction of the business of the Trust. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviserInvestment Adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, organization or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfertransfer agent, Shareholder shareholder servicing agent or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfertransfer agent, Shareholder shareholder servicing agent or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfertransfer agent, Shareholder shareholder servicing agent or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests with any other Person shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 4 contracts

Samples: Agreement and Declaration of Trust (Catholic Responsible Investments Funds), Trust Agreement (Frost Family of Funds), Trust Agreement (Catholic Responsible Investments Funds)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of Laws and/or the 1940 Act, or any successor provision, the Board of Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereofclass) with any corporation, trust, association or other organization, including any Affiliate; and any such contract may contain such other terms as the Board of Trustees may determine, including, including without limitation, authority for the Manager to delegate certain Investment Adviser or all of its duties under such contracts to qualified investment advisers and administrators and administrator to determine from time to time without prior consultation with the Board of Trustees what investments securities and other instruments or property shall be purchasedpurchased or otherwise acquired, owned, held, sold invested or exchanged reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the assets of the Trust Property shall be held uninvested and to make changes in the Trust's ’s or a particular Series’ investments, or such other activities as may specifically be delegated to such party. (b) The . Subject to compliance with the 1940 Act, the Board of Trustees may also, at any time and retain underwriters and/or placement agents to sell Trust Shares. The Board of Trustees may in its discretion from time to timetime enter into one or more contracts, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter providing for the sale of the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the Trust, whereby the Trust may either agree to sell such Shares to the other party to the contract or appoint such other party its sales agent for such Shares. Every such In either case, the contract shall comply be on such terms and conditions as the Board of Trustees may in its discretion determine, not inconsistent with such requirements and restrictions as may be set forth under federal and/or state law and in the provisions of this Article IV or the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain also provide for the repurchase or sale of Shares of the Trust by such other terms party as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations principal or other organizations, appointing it or them the custodian, transfer as agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and may provide that such other party may enter into selected dealer agreements with registered securities dealers and brokers and servicing and similar agreements with persons who are not registered securities dealers to further the applicable Series (or Class). (e) The fact that: (i) any purposes of the Shareholders, Trustees, distribution or officers repurchase of the Trust is a Shareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent Shares of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 4 contracts

Samples: Agreement and Declaration of Trust (Pertuity Funds), Trust Agreement (National Retail Fund III), Trust Agreement (National Retail Fund II)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under applicable federal and/or or state law and in the By-Laws, including, without limitation, at on the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive investment advisory, management and/or or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and or administrators and to determine from time to time time, without prior consultation with the Trustees Trustees, what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under applicable federal and/or or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or or Shareholder servicing agent for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under applicable federal and/or or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents sub-agents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including including, without limitation limitation, accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, with which an advisory, management or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made with the Trust or any Series of the Trust also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 4 contracts

Samples: Trust Agreement (Clarion Investment Trust), Trust Agreement (First Eagle Overseas Variable Fund), Trust Agreement (First Eagle Funds Inc)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Lawslaw, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organizationPerson; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, including authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organizationPerson, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Lawslaw, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizationsPerson, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of and any such contract may contain such other terms as the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes)may determine. (d) Subject to applicable federal law, including the 1940 Act, the Trustees are further empowered, at any time and from time to time, to contract with any entity Person to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organizationPerson, or for any parent or affiliate of any organization, Person with which an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organizationPerson, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizationsPersons, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act. (f) The authority of the Trustees hereunder to authorize the Trust to enter into contracts or other agreements or arrangements shall include the authority of the Trustees to modify, amend, waive any provision of, supplement, assign all or a portion of, novate, or terminate such contracts, agreements or arrangements. The enumeration of any specific contracts in this Section 4.7 shall in no way be deemed to limit the power and authority of the Trustees as otherwise set forth in this Declaration of Trust to authorize the Trust to employ, contract with or make payments to such Persons as the Trustees may deem desirable for the transaction of the business of the Trust. (g) Any Shareholder, Trustee or officer of the Trust may lend money to, borrow money from, act as a surety, guarantor or endorser for, guarantee or assume one or more obligations of, provide collateral for, and transact other business with the Trust and, subject to applicable law, has the same rights and obligations with respect to any such matter as a Person who is not a Shareholder, Trustee or officer of the Trust.

Appears in 4 contracts

Samples: Agreement and Declaration of Trust (Milliman Variable Insurance Trust), Trust Agreement (Milliman Variable Insurance Trust), Agreement and Declaration of Trust (Ivy Variable Insurance Portfolios)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Lawslaw, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organizationPerson; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, including authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organizationPerson, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Lawslaw, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizationsPerson, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of and any such contract may contain such other terms as the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes)may determine. (d) Subject to applicable federal law, including the 1940 Act, the Trustees are further empowered, at any time and from time to time, to contract with any entity Person to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organizationPerson, or for any parent or affiliate of any organization, Person with which an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organizationPerson, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizationsPersons, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act. (f) The authority of the Trustees hereunder to authorize the Trust to enter into contracts or other agreements or arrangements shall include the authority of the Trustees to modify, amend, waive any provision of, supplement, assign all or a portion of, novate, or terminate such contracts, agreements or arrangements. The enumeration of any specific contracts in this Section 4.8 shall in no way be deemed to limit the power and authority of the Trustees as otherwise set forth in this Declaration of Trust to authorize the Trust to employ, contract with or make payments to such Persons as the Trustees may deem desirable for the transaction of the business of the Trust. (g) Any Shareholder, Trustee or officer of the Trust may lend money to, borrow money from, act as a surety, guarantor or endorser for, guarantee or assume one or more obligations of, provide collateral for, and transact other business with the Trust and, subject to applicable law, has the same rights and obligations with respect to any such matter as a Person who is not a Shareholder, Trustee or officer of the Trust.

Appears in 3 contracts

Samples: Agreement and Declaration of Trust (Ivy NextShares), Agreement and Declaration of Trust (Ivy Funds), Agreement and Declaration of Trust (Waddell & Reed Advisors Funds)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of Bylaws and the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management management, loan servicing and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organizationPersons; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Investment Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and Administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organizationPerson(s), appointing it such Person(s) exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) Trust or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of Bylaws and the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizationsPerson(s), appointing it or them the such Person(s) to serve as custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws, the 1940 Act, or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Person(s) to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Trust, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Trust. (e) The fact that: (i1) any of the Shareholders, Trustees, Trustees or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Investment Manager, adviser, Principal Underwriter, distributor, distributor or affiliate or agent of or for any corporation, trust, association, association or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfertransfer servicing, loan servicing, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or of affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii2) any corporation, trust, association or other organization Person with which an advisory, management management, or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfertransfer servicing, loan servicing, Shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizationsorganization, or has other business or interestsinterests with any other Person, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 3 contracts

Samples: Agreement and Declaration of Trust (Winton Diversified Opportunities Fund), Agreement and Declaration of Trust (Winton Diversified Opportunities Fund), Agreement and Declaration of Trust (O'Connor EQUUS)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of Bylaws and the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organizationPersons; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Investment Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and Administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organizationPerson(s), appointing it such Person(s) exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of Bylaws and the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizationsPerson(s), appointing it or them the such Person(s) to serve as custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws, the 1940 Act or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Person(s) to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, Trustees or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Investment Manager, adviser, Principal Underwriter, distributor, distributor or affiliate or agent of or for any corporation, trust, association, association or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or of affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management management, or administration contract or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizationsorganization, or has other business or interestsinterests with any other Person, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 3 contracts

Samples: Agreement and Declaration of Trust (Broadview Funds Trust), Agreement and Declaration of Trust (Loeb King Trust), Agreement and Declaration of Trust (Loeb & King Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory (and sub-advisory), management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporationPerson, trustincluding any affiliate, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and an Investment Adviser to determine from time to time without prior consultation with the Trustees what investments shall be purchasedpurchased or otherwise acquired, owned, held, sold invested or exchanged reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the assets of the Trust Property shall be held uninvested and to make changes in the Trust's ’s or a particular Series’ investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporationPersons, trust, association or other organizationincluding any affiliate, appointing it such Person(s) exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporationsPersons appointing such Person(s), trustsincluding any affiliate, associations to serve as custodians, transfer agents and/or shareholder servicing agents or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent agents for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Persons, including any affiliate, to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, organization or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfertransfer agent, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests with any other Person shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 3 contracts

Samples: Agreement and Declaration of Trust (New Age Alpha Funds Trust), Trust Agreement (New Age Alpha Variable Funds Trust), Agreement and Declaration of Trust (New Age Alpha Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Lawslaw, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organizationPerson; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, including authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organizationPerson, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Lawslaw, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizationsPerson, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of and any such contract may contain such other terms as the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes)may determine. (d) Subject to applicable federal law, including the 1940 Act, the Trustees are further empowered, at any time and from time to time, to contract with any entity Person to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organizationPerson, or for any parent or affiliate of any organization, Person with which an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organizationPerson, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizationsPersons, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act. (f) Any Shareholder, Trustee or officer of the Trust may lend money to, borrow money from, act as a surety, guarantor or endorser for, guarantee or assume one or more obligations of, provide collateral for, and transact other business with the Trust and, subject to applicable law, has the same rights and obligations with respect to any such matter as a Person who is not a Shareholder, Trustee or officer of the Trust.

Appears in 2 contracts

Samples: Trust Agreement (Ivy NextShares), Agreement and Declaration of Trust (Ivy Funds Inc)

Service Contracts. Manager shall contract for all labor, materials and services required for the management, operation and upkeep of the Property in Manager’s own name, subject to the Operating Budget. Manager shall submit for competitive bidding any contracts with independent contractors or vendors providing services to the Property which (a) Subject call for payments of more than $500 per month for a period of more than six (6) months; (b) call for a single payment of more than $5,000; or (c) have a total contract sum more than $15,000. All contracts for labor, materials and services must be submitted to Owner’s Representative for approval. If Manager obtains any volume discounts because of its purchasing power, Manager shall pass the benefit of such discounts on to Owner. Manager shall not knowingly enter into any contract with officers, employees, shareholders or Affiliates of Manager or anyone related to such requirements employees, officers or Affiliates without Owner’s prior written consent in accordance with Paragraph 15. None of the following shall, with the knowledge of Manager, be vendors or contractors: (i) the directors, officers or employees of Owner or (ii) any family member of any such director, officer or employee. As used herein, “family member” means parent, spouse, child, brother or sister. Manager shall not enter into any contract with any Affiliate of Manager unless such contract has been competitively bid and restrictions as may the bid of Manager’s Affiliate was the lowest bid; such Affiliate is capable of performing the contracted services; and Manager has complied with Paragraph 15 with regard to such contract. Each such service contract shall: (a) be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements name of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party.Manager; (b) The Trustees may alsobe assignable, at any time and from time Owner’s option, to time, contract with any corporation, trust, association Owner or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine.Owner’s nominee; (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent be for the Trust or one or a term of not more of its Series than twelve (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic12) in connection with any service provider to the Trust or one or more of its Series (or Classes).months; (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust include a provision for cancellation thereof by Owner or one or more of the Series Manager upon not less than thirty (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class).30) days’ written notice; (e) The fact that:require that the contractor/vendor provide evidence of insurance that satisfies Paragraph 4.2 (except that the limits of such insurance policies shall be acceptable if in an amount not less than $500,000); (if) set forth the contractor’s tax ID number; and (g) if obtainable through reasonable efforts, include the vendor’s agreement to indemnify and defend (through counsel acceptable to Owner or Manager as the case may be) Manager, Owner and its Affiliates against any claims or liabilities arising out of or alleged to arise out of, or connected with, any acts or omissions of such contractor/vendor, including liens. In the event that in any given situation Manager determines that it will not be feasible to comply with any of the Shareholders, Trustees, requirements relating to competitive bidding or officers of the Trust is a Shareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type terms and conditions of service contract contracts, Owner may have been or authorize exceptions thereto if requested by Manager in writing. Owner may hereafter withhold such authorization in its reasonable discretion and no such authorization shall be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest effective unless given in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Actwriting signed by Owner’s Representative.

Appears in 2 contracts

Samples: Property Management and Leasing Agreement, Property Management and Leasing Agreement (CNL Healthcare Properties, Inc.)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory (and sub-advisory), management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporationPerson, trustincluding any affiliate, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and an Investment Adviser to determine from time to time without prior consultation with the Trustees what investments shall be purchasedpurchased or otherwise acquired, owned, held, sold invested or exchanged reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the assets of the Trust Property shall be held uninvested and to make changes in the Trust's ’s or a particular Series’ investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporationPersons, trust, association or other organizationincluding any affiliate, appointing it such Person(s) exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporationsPersons appointing such Person(s), trustsincluding any affiliate, associations to serve as custodians, transfer agents and/or shareholder servicing agents or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent agents for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Persons, including any affiliate, to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, organization or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfertransfer agent, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests with any other Person shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 2 contracts

Samples: Trust Agreement (Reality Shares ETF Trust), Trust Agreement (Transparent Value Trust)

Service Contracts. (a1) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, including authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b2) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c3) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d4) Subject to applicable federal law, including the 1940 Act, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e5) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 2 contracts

Samples: Agreement and Declaration of Trust (Hotchkis & Wiley Funds /De/), Agreement and Declaration of Trust (Hotchkis & Wiley Funds /De/)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of this Partnership Agreement and/or the 1940 Act, or any successor provision, the Trustees Board of Directors may, at any time and from time to time, contract for exclusive or nonexclusive advisory (and sub-advisory), management and/or administrative services for the Trust Fund or for any Series (or Class thereof) with any corporation, firm, trust, partnership, association or other organization, including any Affiliate; and any such contract may contain such other terms as the Trustees Board of Directors may determine, including, including without limitation, authority for the Manager to delegate certain Investment Adviser or all of its duties under such contracts to qualified investment advisers and administrators and Sub-Adviser or administrator to determine from time to time without prior consultation with the Trustees Board of Directors what investments securities and other instruments or property shall be purchasedpurchased or otherwise acquired, owned, held, sold invested or exchanged reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the assets of the Trust Fund Property shall be held uninvested and to make changes in the Trust's Fund’s or a particular Series’ investments, or such other activities as may specifically be delegated to such party. (b) The Trustees Board of Directors may also, at any time and from time to time, contract with any corporation, firm, partnership, trust, association or other organization, including any Affiliate, appointing it or them as the exclusive or nonexclusive distributor or Principal Underwriter for the Shares of the Fund or one or more of the Series (or Classes thereof) thereof or for other securities to be issued by the TrustFund, or appointing it or them to act as the custodian, transfer agent, distribution disbursing agent and/or shareholder servicing agent for the Fund or one or more of the Series thereof. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees Board of Directors may determine. (c) The Trustees Board of Directors are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, administrator, transfer agent and/or Shareholder shareholder servicing agent or other agent for the Trust Fund or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution Laws; and any such contract may contain such other terms as the Board of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes)Directors may determine. (d) Subject to applicable law, the Trustees are The Board of Directors is further empowered, at any time and from time to time, to contract with any entity Persons to provide such other services, including without limitation accounting and pricing services, services to the Trust Fund or one or more of the its Series (or Classes thereof)Classes, as the Trustees determine Board of Directors determines to be in the best interests of the Trust and the applicable Fund or one or more of its Series (or Class)Classes. (e) The fact that: (i) any of the ShareholdersGeneral Partner, TrusteesInvestors, Directors, employees or officers of the Trust Fund is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviserAdviser, Principal Underwriter, distributor, or affiliate Affiliate or agent of or for any corporation, firm, partnership, trust, association, or other organization, or for any parent or affiliate Affiliate of any organization, with which an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or custodian, transfer, Shareholder distribution disbursing, shareholder servicing or other type of service contract may have been or may hereafter be made, or that , (ii) any such organization, or any parent or affiliate Affiliate thereof, is a Shareholder an Investor or has an interest in the TrustFund, or thator (iiiii) any corporation, firm, partnership, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or custodian, transfer, Shareholder distribution disbursing, shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or custodian, transfer, Shareholder distribution disbursing, shareholder servicing or other service contract with one or more other corporations, firms, partnerships, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify the General Partner, any ShareholderInvestor, Trustee Director, employee or officer of the Trust Fund from voting upon or executing the same, or create any liability or accountability to the Trust Fund, its General Partner, Directors or its ShareholdersInvestors, provided approval that the establishment of and performance under each such contract is made pursuant to permissible under the requirements provisions of the 1940 Act. (f) Every contract referred to in this Section 5 shall comply with such requirements and restrictions as may be set forth in the By-Laws or the 1940 Act or stipulated by resolution of the Board of Directors. Any such contract may contain such other terms as the Board of Directors may determine.

Appears in 2 contracts

Samples: Limited Partnership Agreement (SEI Alpha Strategy Portfolios, LP), Limited Partnership Agreement (SEI Structured Credit Fund, LP)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under applicable federal and/or or state law and in the By-Laws, including, without limitation, at on the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive investment advisory, management and/or or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and or administrators and to determine from time to time time, without prior consultation with the Trustees Trustees, what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under applicable federal and/or or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or or Shareholder servicing agent for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under applicable federal and/or or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents sub-agents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including including, without limitation limitation, accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, with which an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made with the Trust or any Series of the Trust also has an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 2 contracts

Samples: Agreement and Declaration of Trust (First Eagle Variable Funds), Agreement and Declaration of Trust (First Eagle Funds)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Investment Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares Series of one or more of the Series (or Classes thereofclasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporationscorporation, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or of affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management management, or administration contract or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizationsorganization, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any and liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 2 contracts

Samples: Agreement and Declaration of Trust (Managed Portfolio Series), Agreement and Declaration of Trust (Managed Portfolio Series)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organizationPersons; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain Investment Manager, Adviser or all of its duties under such contracts to qualified investment advisers and administrators and Administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organizationPerson(s), appointing it such Person(s) exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizationsPerson(s), appointing it or them the such Person(s) to serve as custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Person(s) to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, Trustees or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Investment Manager, adviser, Principal Underwriter, distributor, distributor or affiliate or agent of or for any corporation, trust, association, association or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or of affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management management, or administration contract or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizationsorganization, or has other business or interestsinterests with any other Person, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 2 contracts

Samples: Agreement and Declaration of Trust (Series Portfolios Trust), Agreement and Declaration of Trust (Series Portfolios Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory (and sub-advisory), management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporationPerson, trustincluding any affiliate, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and an Investment Adviser to determine from time to time without prior consultation with the Trustees what investments shall be purchasedpurchased or otherwise acquired, owned, held, sold invested or exchanged reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the assets of the Trust Property shall be held uninvested and to make changes in the Trust's or a particular Series' investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporationPersons, trust, association or other organizationincluding any affiliate, appointing it such Person(s) exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporationsPersons appointing such Person(s), trustsincluding any affiliate, associations to serve as custodians, transfer agents and/or shareholder servicing agents or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent agents for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws ByLaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Persons, including any affiliate, to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (Series. The authority of the Trustees hereunder to authorize the Trust to enter into contracts or Class)other agreements or arrangements shall include the authority of the Trustees to modify, amend, waive any provision of, supplement, assign all or a portion of, novate, or terminate such contracts, agreements or arrangements. The enumeration of any specific contracts in this Section shall in no way be deemed to limit the power and authority of the Trustees as set forth in Article IV hereof to authorize the Trust to employ, contract with or make payments to such Persons as the Trustees may deem desirable for the transaction of the business of the Trust. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviserInvestment Adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, organization or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfertransfer agent, Shareholder shareholder servicing agent or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriterPrincipal Underwriter's or distributor's contract, or transfertransfer agent, Shareholder shareholder servicing agent or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfertransfer agent, Shareholder shareholder servicing agent or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests with any other Person shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 2 contracts

Samples: Trust Agreement (Gallery Trust), Agreement and Declaration of Trust (Winton Series Trust)

Service Contracts. (a1) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-LawsBylaws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, including authority for the Manager Investment Adviser or Administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b2) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter principal underwriter for the Shares of one or more of the Series (or Classes thereof) Trust or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-LawsBylaws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c3) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d4) Subject to applicable federal law, including the 1940 Act, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Trust. (e5) The fact that: : (ia) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (iib) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 2 contracts

Samples: Agreement and Declaration of Trust (Campbell Multi-Strategy Trust), Trust Agreement (Campbell Multi-Strategy Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, advisory and/or management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organizationorganization (the "Manager"); and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the TrustSeries. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, advisory or management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 2 contracts

Samples: Agreement and Declaration of Trust (Professionally Managed Portfolios), Agreement and Declaration of Trust (Professionally Managed Portfolios)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators administrations and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 2 contracts

Samples: Agreement and Declaration of Trust (Target Portfolio Trust), Agreement and Declaration of Trust (Target Portfolio Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Investment Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares Series of one or more of the Series (or Classes thereofclasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporationscorporation, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class).Series. Table of Contents - Agreement and Declaration of Trust (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or of affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management management, or administration contract or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizationsorganization, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any and liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Managed Portfolio Series)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, including authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable federal law, including the 1940 Act, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act. (f) Any Shareholder, Trustee or officer of the Trust may lend money to, borrow money from, act as a surety, guarantor or endorser for, guarantee or assume one or more obligations of, provide collateral for, and transact other business with the Trust and, subject to applicable law, has the same rights and obligations with respect to any such matter as a Person who is not a Shareholder, Trustee or officer of the Trust.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Prudential Series Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-LawsBylaws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-LawsBylaws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Trust Agreement (Ambassador Funds /)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under applicable federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, the Trustees on behalf of the Trust or any successor provision, the Trustees Series may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporationPerson under such terms and conditions, trustand for such compensation, association or other organizationas the Trustees may deem advisable; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager Manager(s) or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, held sold or exchanged and what portion, if any, of the assets of the Trust or a Series shall be held uninvested and to make changes in the Trust's ’s or a Series’ investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association association, or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under applicable federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees on behalf of the Trust or any Series are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizationsPerson, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)any Series. Every such contract shall comply with such requirements and restrictions as may be set forth under applicable federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees on behalf of the Trust or any Series are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The authority of the Trustees hereunder to enter into contracts or other agreements or arrangements shall include the authority of the Trustees to modify, amend, waive any provision of, supplement, assign all or a portion of, novate, or terminate such contracts, agreements or arrangements. The enumeration of any specific contracts in this Section 8 shall in no way be deemed to limit the power and authority of the Trustees as otherwise set forth in this Declaration of Trust to employ, contract with or make payments to such Persons as the Trustees may deem desirable for the transaction of the business of the Trust or any Series. (f) Any Shareholder, Trustee or officer of the Trust may lend money to, borrow money from, act as a surety, guarantor or endorser for, guarantee or assume one or more obligations of, provide collateral for, and transact other business with the Trust or any Series and, subject to applicable law, has the same rights and obligations with respect to any such matter as a Person who is not a Shareholder, Trustee or officer of the Trust. (g) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management management, or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfertransfer agent, Shareholder shareholder servicing agent or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, Trust or any Series; or that (ii) any corporation, trust, association or other organization with which an advisory, management management, or administration contract or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder transfer agent or shareholder servicing or other type of service agent contract may have been or may hereafter be made also has an advisory, management management, or administration contract, or principal underwriter's Principal Underwriter’s or distributor's contract, or transfer, Shareholder servicing ’s or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust Trust, any Series or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Eq Advisors Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionrules or regulations adopted thereunder, or the Bylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, advisory and/or management and/or administrative services for the Trust or for any Series (with American Century Investment Management, Inc. or Class thereof) with any other corporation, trust, association or other organizationorganization (the "Advisor"); and AMENDED AND RESTATED AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS AGREEMENT AND DECLARATION OF TRUST ----------------------------------------------------------------------------------------------- any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and Advisor to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments. The Trustees may authorize the Advisor to employ one or more sub-advisors from time to time to perform such of the acts and services of the Advisor, or and upon such other activities terms and conditions, as may specifically be delegated to agreed upon between the Advisor and such partysub-advisor. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association association, or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter principal underwriter for the Shares of one any, some, or more all of the Series (or Classes thereof) or other securities to be issued by the TrustSeries. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, truststrust, associations associations, or other organizations, appointing it or them the custodian, transfer agent agent(s) and/or Shareholder shareholders servicing agent agent(s) for the Trust or one or more of its Series (the Series. Specifically, the Trustees are empowered to contract or Classes)join with other investment companies managed by the Trust's investment advisor to have transfer agency and/or shareholder servicing activities performed jointly by such investment companies and their employees with an appropriate allocation between the investment companies of the costs and expenses of providing such services. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviseradvisor, Principal Underwriterprincipal underwriter, distributor, distributor or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service agency contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, advisory or management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service agency contract may have been or may hereafter be made also has an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service agency contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, same or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.. AMENDED AND RESTATED AMERICAN CENTURY CALIFORNIA TAX-FREE AND MUNICIPAL FUNDS AGREEMENT AND DECLARATION OF TRUST -----------------------------------------------------------------------------------------------

Appears in 1 contract

Samples: Amended and Restated Agreement and Declaration of Trust (American Century California Tax Free & Municipal Funds)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators administrations and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Trust Agreement (Prudential Institutional Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionrules or regulations adopted thereunder, or the Bylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, advisory and/or management and/or administrative services for the Trust or for any Series (with American Century Investment Management, Inc. or Class thereof) with any other corporation, trust, association or other organizationorganization (the "Advisor"); and AMENDED AND RESTATED AMERICAN CENTURY MUNICIPAL TRUST AGREEMENT AND DECLARATION OF TRUST -------------------------------------------------------------------------------- any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and Advisor to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments. The Trustees may authorize the Advisor to employ one or more sub-advisors from time to time to perform such of the acts and services of the Advisor, or and upon such other activities terms and conditions, as may specifically be delegated to agreed upon between the Advisor and such partysub-advisor. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association association, or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter principal underwriter for the Shares of one any, some, or more all of the Series (or Classes thereof) or other securities to be issued by the TrustSeries. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, truststrust, associations associations, or other organizations, appointing it or them the custodian, transfer agent agent(s) and/or Shareholder shareholders servicing agent agent(s) for the Trust or one or more of its Series (the Series. Specifically, the Trustees are empowered to contract or Classes)join with other investment companies managed by the Trust's investment advisor to have transfer agency and/or shareholder servicing activities performed jointly by such investment companies and their employees with an appropriate allocation between the investment companies of the costs and expenses of providing such services. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviseradvisor, Principal Underwriterprincipal underwriter, distributor, distributor or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service agency contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, advisory or management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service agency contract may have been or may hereafter be made also has an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service agency contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, same or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.. AMENDED AND RESTATED AMERICAN CENTURY MUNICIPAL TRUST AGREEMENT AND DECLARATION OF TRUST --------------------------------------------------------------------------------

Appears in 1 contract

Samples: Agreement and Declaration of Trust (American Century Municipal Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) Fund with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Investment Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust Fund shall be held uninvested and to make changes in the TrustFund's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the TrustFund. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporationscorporation, truststrust, associations association or other organizationsorganization, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Fund. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Fund, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Fund. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust Fund is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the TrustFund, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust Fund from voting upon or executing the same, or create any liability or accountability to the Trust Fund or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Voya Enhanced Securitized Income Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-LawsLaws and under applicable law, including, including without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Board of Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, advisory and/or management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporationPerson, trust, association or other organizationincluding any Affiliate; and any such contract may contain such other terms as the Board of Trustees may determine, including, including without limitation, authority for the Manager Investment Adviser to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to (i) determine from time to time without prior consultation with the Board of Trustees what investments securities and other instruments or property shall be purchasedpurchased or otherwise acquired, owned, held, sold invested or exchanged reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the assets of the Trust Property shall be held uninvested and to make changes in the Trust's ’s or a particular Series’ investments; (ii) delegate certain or all of its duties under the contract to qualified investment advisers, or (iii) conduct such other activities as may specifically be delegated to such partyPerson. (b) The Board of Trustees may also, at any time and from time to time, contract with any corporationPerson, trust, association or other organizationincluding any Affiliate, appointing it or them as the exclusive or nonexclusive distributor or Principal Underwriter for the Shares of the Trust or one or more of the Series (or Classes thereof) classes thereof or for other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Lawsapplicable law, including, including without limitation, at the date hereof the requirements of limitation Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Board of Trustees may determine... (c) The Board of Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are is further empowered, at any time and from time to time, to contract with any entity Person, including any Affiliate, to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)its Series, as the Board of Trustees determine determines to be in the best interests of the Trust or one or more of its Series or classes. Every such contract shall comply with the requirements and restrictions of applicable law, the applicable Series (or Class)By-Laws, and any resolution of the Board of Trustees. (ed) The fact that: (i) any of the Shareholders, Trustees, employees or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviserAdviser, Principal Underwriter, administrator, distributor, or affiliate Affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, Person with which an advisory, advisory or management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transferadministration, Shareholder custodian, transfer agent, dividend disbursing, fund accounting, shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, Person is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, advisory or management or administration contract or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or custodian, transfer, Shareholder dividend disbursing, fund accounting, shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, advisory or management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or administration, custodian, transfer, Shareholder dividend disbursing, fund accounting, shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizationsPersons, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee Trustee, employee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval that the establishment of and performance under each such contract is made pursuant to permissible under the requirements provisions of the 1940 Act.

Appears in 1 contract

Samples: Declaration of Trust (Huntington Strategy Shares)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-By- Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Trust Agreement (Prudential Core Investment Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionrules or regulations adopted thereunder, or the Bylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, advisory and/or management and/or administrative services for the Trust or for any Series (with American Century Investment Management, Inc. or Class thereof) with any other corporation, trust, association or other organizationorganization (the "Advisor"); and AMENDED AND RESTATED AMERICAN CENTURY GOVERNMENT INCOME TRUST AGREEMENT AND DECLARATION OF TRUST -------------------------------------------------------------------------------- any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and Advisor to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments. The Trustees may authorize the Advisor to employ one or more sub-advisors from time to time to perform such of the acts and services of the Advisor, or and upon such other activities terms and conditions, as may specifically be delegated to agreed upon between the Advisor and such partysub-advisor. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association association, or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter principal underwriter for the Shares of one any, some, or more all of the Series (or Classes thereof) or other securities to be issued by the TrustSeries. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, truststrust, associations associations, or other organizations, appointing it or them the custodian, transfer agent agent(s) and/or Shareholder shareholders servicing agent agent(s) for the Trust or one or more of its Series (the Series. Specifically, the Trustees are empowered to contract or Classes)join with other investment companies managed by the Trust's investment advisor to have transfer agency and/or shareholder servicing activities performed jointly by such investment companies and their employees with an appropriate allocation between the investment companies of the costs and expenses of providing such services. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviseradvisor, Principal Underwriterprincipal underwriter, distributor, distributor or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service agency contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, advisory or management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service agency contract may have been or may hereafter be made also has an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service agency contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, same or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (American Century Government Income Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionrules or regulations adopted thereunder, or the Bylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, advisory and/or management and/or administrative services for the Trust or for any Series (with American Century Investment Management, Inc. or Class thereof) with any other corporation, trust, association or other organizationorganization (the "Advisor"); and AMENDED AND RESTATED AMERICAN CENTURY INTERNATIONAL BOND FUNDS AGREEMENT AND DECLARATION OF TRUST -------------------------------------------------------------------------------- any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and Advisor to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments. The Trustees may authorize the Advisor to employ one or more sub-advisors from time to time to perform such of the acts and services of the Advisor, or and upon such other activities terms and conditions, as may specifically be delegated to agreed upon between the Advisor and such partysub-advisor. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association association, or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter principal underwriter for the Shares of one any, some, or more all of the Series (or Classes thereof) or other securities to be issued by the TrustSeries. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, truststrust, associations associations, or other organizations, appointing it or them the custodian, transfer agent agent(s) and/or Shareholder shareholders servicing agent agent(s) for the Trust or one or more of its Series (the Series. Specifically, the Trustees are empowered to contract or Classes)join with other investment companies managed by the Trust's investment advisor to have transfer agency and/or shareholder servicing activities performed jointly by such investment companies and their employees with an appropriate allocation between the investment companies of the costs and expenses of providing such services. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviseradvisor, Principal Underwriterprincipal underwriter, distributor, distributor or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service agency contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, advisory or management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service agency contract may have been or may hereafter be made also has an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service agency contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, same or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.. AMENDED AND RESTATED AMERICAN CENTURY INTERNATIONAL BOND FUNDS AGREEMENT AND DECLARATION OF TRUST --------------------------------------------------------------------------------

Appears in 1 contract

Samples: Agreement and Declaration of Trust (American Century International Bond Funds)

Service Contracts. (a) The Trustees shall at all times place and maintain the securities and similar investments of the Trust and of each Series with a custodian meeting the requirements of Section 17(f) of the 1940 Act and the rules thereunder or as otherwise permitted by the Commission or its staff. The Trustees, on behalf of the Trust or any Series, may enter into an agreement with a custodian on terms and conditions acceptable to the Trustees, providing for the custodian, among other things, (a) to hold the securities owned by the Trust or any Series and deliver the same upon written order or oral order confirmed in writing, (b) to receive and give a receipt for money paid for any moneys due to the Trust or any Series and on behalf of the Trust or any Series, and deposit the same in its own banking department or elsewhere, (c) to disburse such funds upon orders or vouchers and (d) to employ one or more sub-custodians. (b) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Lawslaw, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organizationPerson; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, including authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such party. (bc) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organizationPerson, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Lawslaw, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (cd) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizationsPerson, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of and any such contract may contain such other terms as the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes)may determine. (de) Subject to applicable federal law, including the 1940 Act, the Trustees are further empowered, at any time and from time to time, to contract with any entity Person to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (ef) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organizationPerson, or for any parent or affiliate of any organization, Person with which an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organizationPerson, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizationsPersons, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act. (g) Any Shareholder, Trustee or officer of the Trust may lend money to, borrow money from, act as a surety, guarantor or endorser for, guarantee or assume one or more obligations of, provide collateral for, and transact other business with the Trust and, subject to applicable law, has the same rights and obligations with respect to any such matter as a Person who is not a Shareholder, Trustee or officer of the Trust. Trustees and Officers as Shareholders. Any Trustee, officer or agent of the Trust may acquire, own and dispose of Shares to the same extent as if he were not a Trustee, officer or agent; and the Trustees may issue and sell and cause to be issued and sold Shares to, and redeem such Shares from, any such Person or any firm or company in which such Person is interested, subject only to the general limitations contained herein relating to the sale and redemption of such Shares.

Appears in 1 contract

Samples: Trust Agreement (Del Rey Global Investors Funds)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law law, and in the By-Laws, Laws including, without limitation, at the date hereof the requirements of limitation Section 15 of the 1940 Act, or any successor provision, the Board of Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any Person, corporation, trust, association or other organization; and , including any Affiliate (each a "Manager"). Any such contract may contain such other terms as the Board of Trustees may determine, including, including without limitation, authority for the Manager to determine from time to time without prior consultation with the Board of Trustees what securities and other instruments or property shall be purchased or otherwise acquired, owned, held, invested or reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the Trust Property shall be held un-invested and to make changes in the Trust's or a particular Series' investments, authority for a Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators (each a sub-Manager); and authority to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or conduct such other activities as may specifically be delegated to such party. (b) The Board of Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, including any Affiliate, appointing it or them as the exclusive or nonexclusive distributor or Principal Underwriter for the Shares of the Trust or one or more of the Series (or Classes thereof) thereof or for other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them to act as the custodian, administrator, transfer agent, dividend disbursing agent and/or Shareholder servicing agent for the Trust or one or more of the Series or Classes thereof. (c) The Board of Trustees may adopt a plan or plans of distribution with respect to Shares of any Series or Class and enter into any related agreements, whereby the Series or Class finances directly or indirectly any activity that is primarily intended to result in sales of its Series (or Classes). Every such contract shall comply with such Shares, subject to the requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered1940 Act, at any time the rules thereunder, and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes)other applicable rules and regulations. (d) Subject to applicable law, the The Board of Trustees are is further empowered, at any time and from time to time, to contract with any entity Persons to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)its Series, as the Board of Trustees determine determines to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, employees or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate Affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate Affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfercustodian, Shareholder transfer agent, dividend disbursing, shareholder servicing agents or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate Affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriterPrincipal Underwriter's or distributor's contract, or transfercustodian, Shareholder transfer agent, dividend disbursing, shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or custodian, transfer, Shareholder dividend disbursing, shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee Trustee, employee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval that the establishment of and performance under each such contract is made pursuant to the requirements of the 1940 Act. (f) Every contract referred to in this Section 7 shall comply with such requirements and restrictions as may be set forth in the By-Laws, the 1940 Act or stipulated by resolution of the Board of Trustees; and any such contract may contain such other terms as the Board of Trustees may determine.

Appears in 1 contract

Samples: Trust Agreement (Lincoln Advisors Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under applicable federal and/or or state law and in the By-Laws, including, without limitation, at on the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive investment advisory, management and/or or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and or administrators and to determine from time to time time, without prior consultation with the Trustees Trustees, what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter selling agent for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under applicable federal and/or or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or or Shareholder servicing agent for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under applicable federal and/or or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents sub-agents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including including, without limitation limitation, accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterselling agent, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, with which an advisory, management or administration contract, or principal underwriterselling agent's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriterselling agent's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made with the Trust or any Series of the Trust also has an advisory, management or administration contract, or principal underwriter's or distributorselling agent's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Trust Agreement (Citigroup Alternative Investments Trust)

Service Contracts. (a1) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees Directors may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust Company or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees Directors may determine, including, without limitation, including authority for the Manager Investment Adviser or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees Directors what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust Company shall be held uninvested and to make changes in the Trust's Company’s investments, or such other activities as may specifically be delegated to such party. (b2) The Trustees Directors may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of the Company or for any one or more of the its Series (or Classes thereofClasses) or other securities to be issued by the TrustCompany. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees Directors may determine. (c3) The Trustees Directors are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust Company or any one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes)Directors. (d4) Subject to applicable federal law, including the Trustees 1940 Act, the Directors are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust Company or any one or more of the Series (or Classes thereof)its Series, as the Trustees Directors determine to be in the best interests of the Trust and the Company and/or any applicable Series (or Class)Series. (e5) The fact that: (i) any of the Shareholders, TrusteesDirectors, or officers of the Trust Company is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the TrustCompany, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests shall not affect the validity of any such contract or disqualify any Shareholder, Trustee Director or officer of the Trust Company from voting upon or executing the same, or create any liability or accountability to the Trust Company or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Master Bond LLC)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Investment Company Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager Investment Adviser or administrator to delegate certain or all of its duties under such contracts contract to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofclasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof limitation the requirements of Section 15 of the 1940 Investment Company Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in consistent with the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, investment adviser, Principal Underwritermanager, principal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Investment Company Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Montgomery Funds Iii)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionrules or regulations adopted thereunder, or the Bylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, advisory and/or management and/or administrative services for the Trust or for any Series (with American Century Investment Management, Inc. or Class thereof) with any other corporation, trust, association or other organizationorganization (the "Advisor"); and AMENDED AND RESTATED AMERICAN CENTURY TARGET MATURITIES TRUST AGREEMENT AND DECLARATION OF TRUST -------------------------------------------------------------------------------- any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and Advisor to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments. The Trustees may authorize the Advisor to employ one or more sub-advisors from time to time to perform such of the acts and services of the Advisor, or and upon such other activities terms and conditions, as may specifically be delegated to agreed upon between the Advisor and such partysub-advisor. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association association, or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter principal underwriter for the Shares of one any, some, or more all of the Series (or Classes thereof) or other securities to be issued by the TrustSeries. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, truststrust, associations associations, or other organizations, appointing it or them the custodian, transfer agent agent(s) and/or Shareholder shareholders servicing agent agent(s) for the Trust or one or more of its Series (the Series. Specifically, the Trustees are empowered to contract or Classes)join with other investment companies managed by the Trust's investment advisor to have transfer agency and/or shareholder servicing activities performed jointly by such investment companies and their employees with an appropriate allocation between the investment companies of the costs and expenses of providing such services. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviseradvisor, Principal Underwriterprincipal underwriter, distributor, distributor or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service agency contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, advisory or management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service agency contract may have been or may hereafter be made also has an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service agency contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, same or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (American Century Target Maturities Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Lawslaw, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organizationPerson; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, including authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organizationPerson, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Lawslaw, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizationsPerson, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of and any such contract may contain such other terms as the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes)may determine. (d) Subject to applicable federal law, including the 1940 Act, the Trustees are further empowered, at any time and from time to time, to contract with any entity Person to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organizationPerson, or for any parent or affiliate of any organization, Person with which an advisory, management or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organizationPerson, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizationsPersons, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act. (f) Any Shareholder, Trustee or officer of the Trust may lend money to, borrow money from, act as a surety, guarantor or endorser for, guarantee or assume one or more obligations of, provide collateral for, and transact other business with the Trust and, subject to applicable law, has the same rights and obligations with respect to any such matter as a Person who is not a Shareholder, Trustee or officer of the Trust.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Ivy Funds Inc)

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Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, advisory and/or management and/or administrative services for the Trust or for any Series (with American Century Investment Management, Inc. or Class thereof) with any other corporation, trust, association or other organizationorganization (the "Advisor"); and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and Advisor to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association association, or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter principal underwriter for the Shares of one any, some, or more all of the Series (or Classes thereof) or other securities to be issued by the TrustSeries. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, truststrust, associations associations, or other organizations, appointing it or them the custodian, transfer agent agent(s) and/or Shareholder shareholders servicing agent agent(s) for the Trust or one or more of its Series (the Series. Specifically, the Trustees are empowered to contract or Classes)join with other investment companies managed by the Trust's investment advisor to have transfer agency and/or shareholder servicing activities performed jointly by such investment companies and their employees with an appropriate allocation between the investment companies of the costs and expenses of providing such services. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviseradvisor, Principal Underwriterprincipal underwriter, distributor, distributor or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service agency contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, advisory or management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service agency contract may have been or may hereafter be made also has an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service agency contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, same or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (American Century Target Maturities Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory (and sub-advisory), management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporationPerson, trustincluding any affiliate, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and an Investment Adviser to determine from time to time without prior consultation with the Trustees what investments shall be purchasedpurchased or otherwise acquired, owned, held, sold invested or exchanged reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the assets of the Trust Property shall be held uninvested and to make changes in the Trust's or a particular Series' investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporationPersons, trust, association or other organizationincluding any affiliate, appointing it such Person(s) exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporationsPersons appointing such Person(s), trustsincluding any affiliate, associations to serve as custodians, transfer agents and/or shareholder servicing agents or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent agents for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws ByLaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Persons, including any affiliate, to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, organization or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfertransfer agent, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests with any other Person shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Trust Agreement (Advisors' Inner Circle Fund III)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain Investment Manager, Investment Adviser or all of its duties under such contracts to qualified investment advisers and administrators and Administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the TrustSeries. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Franklin Government Securities Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management management, administrative and/or administrative any other services for the Trust Fund or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain Investment Adviser or all of its duties under such contracts to qualified investment advisers and administrators and administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust Fund shall be held uninvested and to make changes in the TrustTrust Fund's investments, or such other activities as may specifically be delegated to such party, in writing. (b) The Trustees may alsomay, at any time and from time to time, contract with any person, corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the TrustTrust Fund. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empoweredmay, at any time and from time to time, to contract with any corporationsperson, trustscorporation, associations trust, association or other organizationsorganization, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust Fund or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Board of Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust Fund or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust Fund and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, Trustees or officers of the Trust is Fund may be a Shareholder, director, officer, partner, trustee, employee, Manager, investment adviser, Principal Underwritermanager, principal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organizationorganization or person, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the TrustTrust Fund, or thator (ii) any corporation, trust, association or other organization or person with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust Fund from voting upon or executing the same, or create any liability or accountability to the Trust Fund or its Shareholders, provided approval of each such contract is made pursuant to obtained in a manner consistent with the requirements of the 1940 Investment Company Act.

Appears in 1 contract

Samples: Trust Agreement (Sife Trust Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Investment Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and Administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the TrustSeries. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the Byby-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's distributor s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Leahi Investment Trust)

Service Contracts. (a1) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees Directors may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust Company or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees Directors may determine, including, without limitation, including authority for the Manager Investment Adviser or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees Directors what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust Company shall be held uninvested and to make changes in the TrustCompany's investments, or such other activities as may specifically be delegated to such party. (b2) The Trustees Directors may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of the Company or for any one or more of the its Series (or Classes thereofClasses) or other securities to be issued by the TrustCompany. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees Directors may determine. (c3) The Trustees Directors are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust Company or any one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes)Directors. (d4) Subject to applicable federal law, including the Trustees 1940 Act, the Directors are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust Company or any one or more of the Series (or Classes thereof)its Series, as the Trustees Directors determine to be in the best interests of the Trust and the Company and/or any applicable Series (or Class)Series. (e5) The fact that: (i) any of the Shareholders, TrusteesDirectors, or officers of the Trust Company is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the TrustCompany, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests shall not affect the validity of any such contract or disqualify any Shareholder, Trustee Director or officer of the Trust Company from voting upon or executing the same, or create any liability or accountability to the Trust Company or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Master Bond LLC)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 the1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: : (i) any Any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.management

Appears in 1 contract

Samples: Trust Agreement (E Harmon Funds)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory (and sub-advisory), management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporationPerson, trustincluding any affiliate, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and an Investment Adviser to determine from time to time without prior consultation with the Trustees what investments shall be purchasedpurchased or otherwise acquired, owned, held, sold invested or exchanged reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the assets of the Trust Property shall be held uninvested and to make changes in the Trust's or a particular Series' investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporationPersons, trust, association or other organizationincluding any affiliate, appointing it such Person(s) exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporationsPersons appointing such Person(s), trustsincluding any affiliate, associations to serve as custodians, transfer agents and/or shareholder servicing agents or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent agents for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Persons, including any affiliate, to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (Series. The authority of the Trustees hereunder to authorize the Trust to enter into contracts or Class)other agreements or arrangements shall include the authority of the Trustees to modify, amend, waive any provision of, supplement, assign all or a portion of, novate, or terminate such contracts, agreements or arrangements. The enumeration of any specific contracts in this Section shall in no way be deemed to limit the power and authority of the Trustees as set forth in Article IV hereof to authorize the Trust to employ, contract with or make payments to such Persons as the Trustees may deem desirable for the transaction of the business of the Trust. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviserInvestment Adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, organization or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfertransfer agent, Shareholder shareholder servicing agent or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriterPrincipal Underwriter's or distributor's contract, or transfertransfer agent, Shareholder shareholder servicing agent or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfertransfer agent, Shareholder shareholder servicing agent or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests with any other Person shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Gallery Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) Fund with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Investment Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust Fund shall be held uninvested and to make changes in the TrustFund's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the TrustFund. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporationscorporation, truststrust, associations association or other organizationsorganization, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Fund. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Fund, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Fund. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust Fund is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the TrustFund, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust Fund from voting upon or executing the same, or create any liability or accountability to the Trust Fund or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Declaration of Trust (Ing Pilgrim Senior Income Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.hereafter

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Prudential Diversified Series)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 the1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: : (i) any Any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.management

Appears in 1 contract

Samples: Trust Agreement (E Harmon Funds)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law law, and in the By-Laws, Laws including, without limitation, at the date hereof the requirements of limitation Section 15 of the 1940 Act, or any successor provision, the Board of Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any Person, corporation, trust, association or other organization; and , including any Affiliate (each a “Manager”). Any such contract may contain such other terms as the Board of Trustees may determine, including, including without limitation, authority for the Manager to determine from time to time without prior consultation with the Board of Trustees what securities and other instruments or property shall be purchased or otherwise acquired, owned, held, invested or reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the Trust Property shall be held uninvested and to make changes in the Trust’s or a particular Series’ investments, authority for a Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators (each a sub-Manager); and authority to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or conduct such other activities as may specifically be delegated to such party. (b) The Board of Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, including any Affiliate, appointing it or them as the exclusive or nonexclusive distributor or Principal Underwriter for the Shares of the Trust or one or more of the Series (or Classes thereof) thereof or for other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them to act as the custodian, transfer agent, dividend disbursing agent and/or Shareholder servicing agent for the Trust or one or more of its the Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes)Classes thereof. (dc) Subject to applicable law, the The Board of Trustees are is further empowered, at any time and from time to time, to contract with any entity Persons to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)its Series, as the Board of Trustees determine determines to be in the best interests of the Trust and the applicable Series Series. (d) The authority of the Board of Trustees hereunder to authorize the Trust to enter into contracts or Class)other agreements or arrangements shall include the authority of the Trustees to modify, amend, waive any provision of, supplement, assign all or a portion of, novate, or terminate such contracts, agreements or arrangements. The enumeration of any specific contracts in this Section 7 shall in no way be deemed to limit the power and authority of the Trustees as otherwise set forth in this Declaration of Trust to authorize the Trust to employ, contract with or make payments to such Persons as the Trustees may deem desirable for the transaction of the business of the Trust. (e) The fact that: (i) any of the Shareholders, Trustees, employees or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate Affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate Affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfercustodian, Shareholder transfer agent, dividend disbursing, shareholder servicing agents or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate Affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfercustodian, Shareholder transfer agent, dividend disbursing, shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or custodian, transfer, Shareholder dividend disbursing, shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee Trustee, employee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval that the establishment of and performance under each such contract is made pursuant to the requirements of the 1940 Act. (f) Every contract referred to in this Section 7 shall comply with such requirements and restrictions as may be set forth in the By-Laws, the 1940 Act or stipulated by resolution of the Board of Trustees; and any such contract may contain such other terms as the Board of Trustees may determine.

Appears in 1 contract

Samples: Declaration of Trust (Lincoln Funds Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory (and sub-advisory), management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporationPerson, trustincluding any affiliate, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and an Investment Adviser to determine from time to time without prior consultation with the Trustees what investments shall be purchasedpurchased or otherwise acquired, owned, held, sold invested or exchanged reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the assets of the Trust Property shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporationPersons, trust, association or other organizationincluding any affiliate, appointing it such Person(s) exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) Trust or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporationsPersons appointing such Person(s), trustsincluding any affiliate, associations to serve as custodians, transfer agents and/or shareholder servicing agents or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent agents for the Trust or one or more of its Series (or Classes)Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Persons, including any affiliate, to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Trust, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Trust. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, organization or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfertransfer agent, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests with any other Person shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Trust Agreement (Strive American Energy Income Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, including authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable federal law, including the 1940 Act, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act. (f) Any Shareholder, Trustee or officer of the Trust may lend money to, borrow money from, act as a surety, guarantor or endorser for, guarantee or assume one or more obligations of, provide collateral for, and transact other business with the Trust and, subject to applicable law, has the same rights and obligations with respect to any such matter as a Person who is not a Shareholder, Trustee or officer of the Trust.

Appears in 1 contract

Samples: Restated Agreement and Declaration of Trust (Jennison 20/20 Focus Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain Investment Manager, Investment Adviser or all of its duties under such contracts to qualified investment advisers and administrators and Administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, ; if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the TrustSeries. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Trust Agreement (Franklin Balance Sheet Investment Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Investment Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and administrator to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Trust, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Trust. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, truststrust, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Declaration of Trust (Templeton Russia Eurasia Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association association, or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, held sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association association, or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide all of the services specified above in paragraphs (a), (b), and (c) hereof and such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereofand Classes), as the Trustees determine to be in the best interests of the Trust and the applicable Series (and Classes), or Classto authorize such entity to engage agents to provide such services to the Trust and its Series (and Classes). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviserManager , Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management management, or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfertransfer agent, Shareholder shareholder servicing agent or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, ; or that (ii) any corporation, trust, association or other organization with which an advisory, management management, or administration contract or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder transfer agent or shareholder servicing or other type of service agent contract may have been or may hereafter be made also has an advisory, management management, or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Blue Ridge Funds Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) Fund with any corporation, trust, association or other organizationPerson; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the any Investment Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust Fund shall be held uninvested and to make changes in the Trust's Fund’s investments, or such other activities as may specifically be delegated to such party. (b) . The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the TrustFund. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-LawsBylaws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) . The Trustees are also empoweredmay also, at any time and from time to time, to contract with any corporationscorporation, truststrust, associations association or other organizationsorganization, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Fund. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. Subject to such rules, regulations and orders as the Commission may adopt, the Trustees may direct the custodian to deposit all or any part of the securities owned by the Fund in a system for the central handling of securities established by a national securities exchange or a national securities association registered with the Commission under the Exchange Act, or such other Person as may be permitted by the Commission, or otherwise in accordance with the 1940 Act, pursuant to which system all securities of any particular class of any issuer deposited within the system are treated as fungible and may be transferred or pledged by bookkeeping entry without physical delivery of such securities, provided that all such deposits shall be subject to withdrawal only upon the order of the Fund. The Trustees are empoweredmay also, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity Person to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof), Fund as the Trustees may determine to be in the best interests of the Trust and the applicable Series (or Class). (e) Fund. The fact that: (ia) any of the Shareholders, Trustees, or officers of the Trust Fund is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, with which an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the TrustFund, or that (iib) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, truststrust(s), associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust Fund from voting upon or executing the same, or create any liability or accountability to the Trust Fund or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Pomona Investment Fund)

Service Contracts. (a1) Subject to such requirements and restrictions as may be set forth under federal and/or state law or regulation and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, authorize the Trust or a Series to contract for exclusive or nonexclusive non-exclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association association, or other organizationPerson; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager Investment Adviser to delegate certain or supervise and direct the investment of all of its duties under such contracts to qualified investment advisers and administrators assets held, and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold sold, or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments; authority for the Investment Adviser or Administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators, or such other activities as may specifically be delegated to such party. (b2) The Trustees may also, at any time and from time to time, authorize the Trust or a Series to contract with any corporation, trust, association association, or other organizationPerson, appointing it exclusive or nonexclusive non-exclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Lawsor regulation, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c3) The Trustees are also empowered, at any time and from time to time, to authorize the Trust or a Series to contract with any corporations, trusts, associations or other organizationsPersons, appointing it or them the as custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law or regulation, and in the By-Laws or stipulated by resolution of the Trustees. . (4) The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to may authorize the Trust or one a Series to adopt a plan or more plans of distribution with respect to Shares of any Series or Class and enter into any related agreements, whereby the Series or Class finances directly or indirectly any activity that is primarily intended to result in sales of its Series (or Classes)Shares, subject to the requirements of Section 12 of the 1940 Act and any rule thereunder, and other applicable rules and regulations. (d5) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to authorize the Trust or a Series to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (Series. The authority of the Trustees hereunder to authorize the Trust to enter into contracts or Class)other agreements or arrangements shall include the authority of the Trustees to modify, amend, waive any provision of, supplement, assign all or a portion of, novate, or terminate such contracts, agreements or arrangements. The enumeration of any specific contracts in this Article IV, Section 6 shall in no way be deemed to limit the power and authority of the Trustees as set forth in Article IV, Section 3 hereof to authorize the Trust to employ, contract with or make payments to such Persons as the Trustees may deem desirable for the transaction of the business of the Trust. (e6) The fact that: (i) that any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, ManagerInvestment Adviser, Administrator, sub-adviser, sub-administrator, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organizationPerson, or for any parent or affiliate of any organization, organization with which an advisory, management management, or administration contract, or principal underwriter's Principal Underwriter’s or distributor's ’s contract, or transfertransfer agent, Shareholder shareholder servicing agent or other type of service contract may have been or may hereafter be made, or that any such organizationPerson, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interestsTrust , shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders. In addition, provided approval any contract of each the character described in this Article IV, Section 6 may be entered into with any Person, including the Investment Adviser, any investment sub-adviser or an affiliate of the Investment Adviser or sub-adviser, although one or more of the Trustees, officers, or Shareholders of the Trust may be an officer, director, trustee, shareholder, or member of such other party to the contract, or otherwise interested in such contract, and no such contract is made shall be invalidated or rendered voidable by reason of the existence of any such relationship, nor shall any Person holding such relationship be liable merely by reason of such relationship for any loss or expense to the Trust under or by reason of said contract or accountable for any profit realized directly or indirectly therefrom. The same Person may be a party to more than one contract entered into pursuant to the requirements this Article IV, Section 6 and any individual may be financially interested or otherwise affiliated with Persons who are parties to any or all of the 1940 Actcontracts mentioned in this Article IV, Section 6.

Appears in 1 contract

Samples: Trust Agreement (Transparent Value Trust)

Service Contracts. (a) Advisory, Management and Administrative Services Subject to such requirements and restrictions as may be set forth under federal and/or state law or regulation and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive non-exclusive advisory, management and/or administrative services for the Trust or for any Series (series or Class thereof) class with any corporation, trust, association association, or other organizationPerson; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager Adviser to delegate certain or supervise and direct the investment of all of its duties under such contracts to qualified investment advisers and administrators assets held, and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold sold, or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such party. (b) Underwriters The Trustees may also, at any time retain underwriters and/or placement agents to sell Shares and other securities of the Trust. The Trustees may in their discretion from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of time enter into one or more contracts, providing for the sale of securities of the Series (or Classes thereof) or other Trust, whereby the Trust may either agree to sell such securities to the other party to the contract or appoint such other party its sales agent for such securities. In either case, the contract shall be issued on such terms and conditions as the Trustees may in their discretion determine not inconsistent with the provisions of this Article IV or the By-Laws; and such contract may also provide for the repurchase or sale of securities of the Trust by such other party as principal or as agent of the Trust and may provide that such other party may enter into selected dealer agreements with registered securities dealers and brokers and servicing and similar agreements with persons who are not registered securities dealers to further the purposes of the distribution or repurchase of the securities of the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law or regulation and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) Custodians The Trustees are also empowered, at any time and from time may employ a custodian or custodians with respect to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer assets of the Trust. Any custodian shall have authority as agent and/or Shareholder servicing agent for of the Trust as determined by the custodian agreement or one or more of its Series (or Classes). Every agreements, but subject to such contract shall comply with such requirements restrictions, limitations and restrictions other requirements, if any, as may be set forth under federal and/or state law and contained in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that1940 Act, including without limitation authority: (i) any of to hold the Shareholders, Trustees, or officers of securities owned by the Trust is a Shareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in and deliver the Trust, or thatsame upon written order; (ii) to receive any corporationreceipt for any moneys due to the Trust and deposit the same in its own banking department (if a bank) or elsewhere as the Trustees may direct; (iii) to disburse such funds upon orders or vouchers; (iv) if authorized by the Trustees, trustto keep the books and accounts of the Trust and furnish clerical and accounting services; and (v) if authorized to do so by the Trustees, association to compute the net income or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type net asset value of service contract the Trust; all upon such basis of compensation as may have been or be agreed upon between the Trustees and the custodian. The Trustees may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with authorize each custodian to employ one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any sub-custodians from time to time to perform such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting acts and services of the custodian and upon or executing such terms and conditions, as may be agreed upon between the same, or create any liability or accountability to the Trust or its Shareholderscustodian and such sub-custodian, provided approval of each that in every case such contract is made pursuant to sub-custodian shall meet the requirements of qualifications for custodians contained in the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (THL Credit Senior Loan Fund)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionrules or regulations adopted thereunder, or the Bylaws, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, advisory and/or management and/or administrative services for the Trust or for any Series (with American Century Investment Management, Inc. or Class thereof) with any other corporation, trust, association or other organizationorganization (the "Advisor"); and Amended and Restated AMERICAN CENTURY INVESTMENT TRUST Agreement and Declaration of Trust -------------------------------------------------------------------------------- any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and Advisor to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments. The Trustees may authorize the Advisor to employ one or more sub-advisors from time to time to perform such of the acts and services of the Advisor, or and upon such other activities terms and conditions, as may specifically be delegated to agreed upon between the Advisor and such partysub-advisor. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association association, or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter principal underwriter for the Shares of one any, some, or more all of the Series (or Classes thereof) or other securities to be issued by the TrustSeries. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provisionBylaws; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, truststrust, associations associations, or other organizations, appointing it or them the custodian, transfer agent agent(s) and/or Shareholder shareholders servicing agent agent(s) for the Trust or one or more of its Series (the Series. Specifically, the Trustees are empowered to contract or Classes)join with other investment companies managed by the Trust's investment advisor to have transfer agency and/or shareholder servicing activities performed jointly by such investment companies and their employees with an appropriate allocation between the investment companies of the costs and expenses of providing such services. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws Bylaws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviseradvisor, Principal Underwriterprincipal underwriter, distributor, distributor or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service agency contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, advisory or management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service agency contract may have been or may hereafter be made also has an advisory, advisory or management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service agency contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, same or create any liability or accountability to the Trust or its Shareholders, provided approval . Amended and Restated AMERICAN CENTURY INVESTMENT TRUST Agreement and Declaration of each such contract is made pursuant to the requirements of the 1940 Act.Trust --------------------------------------------------------------------------------

Appears in 1 contract

Samples: Agreement and Declaration of Trust (American Century Investment Trust)

Service Contracts. (a1) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, including authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b2) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c3) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d4) Subject to applicable federal law, including the 1940 Act, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e5) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Trust Agreement (Merrill Lynch Principal Protected Trust)

Service Contracts. (a1) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees Directors may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust Company or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees Directors may determine, including, without limitation, including authority for the Investment Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees Directors what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust Company shall be held uninvested and to make changes in the Trust's Company’s investments, or such other activities as may specifically be delegated to such party. (b2) The Trustees Directors may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of the Company or for any one or more of the its Series (or Classes thereofClasses) or other securities to be issued by the TrustCompany. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof including the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees Directors may determine. (c3) The Trustees Directors are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust Company or any one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes)Directors. (d4) Subject to applicable federal law, including the Trustees 1940 Act, the Directors are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust Company or any one or more of the Series (or Classes thereof)its Series, as the Trustees Directors determine to be in the best interests of the Trust and the Company and/or any applicable Series (or Class)Series. (e5) The fact that: (i) any of the Shareholders, TrusteesDirectors, or officers of the Trust Company is a Shareholdershareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the TrustCompany, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests shall not affect the validity of any such contract or disqualify any Shareholder, Trustee Director or officer of the Trust Company from voting upon or executing the same, or create any liability or accountability to the Trust Company or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Master Commodity Strategies LLC)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association association, or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitationLimitation, authority for the Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators administrator and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, held sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association association, or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes)Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated Stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trusteestrustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, trustee employee, Manager, adviser, adviser Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management management, or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management management, or administration contract or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management management, or administration contract, or principal underwriterPrincipal Underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability Liability or accountability to the Trust trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Jp Morgan Series Trust Ii)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager or administrator to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party.and (b) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, to the Trust or one or more of the Series (or Classes thereof), as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class). (e) The fact that: : (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholder, director, officer, partner, trustee, employee, Manager, adviser, Principal Underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Trust Agreement (Euclid Mutual Funds)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of Laws and/or the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain Investment Adviser or all of its duties under such contracts to qualified investment advisers and administrators and administrator to determine from time to time without prior consultation with the Trustees what investments securities and other instruments or property shall be purchasedpurchased or otherwise acquired, owned, held, sold invested or exchanged reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the assets of the Trust Property shall be held uninvested and to make changes in the Trust's investments, or such other activities as may specifically be delegated to such party. (b) The Trustees may also, at any time and from time to time, contract with any corporationcorporations, trusttrusts, association associations or other organizationorganizations, appointing it or them the exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) classes or other securities to be issued by the Trust, or appointing it or them to act as the custodian, transfer agent, dividend disbursing agent and/or shareholder servicing agent for the Trust or one or more of the Series. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 1940 Act or stipulated by resolution of the 1940 Act, or any successor provisionTrustees; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the Trustees are further empowered, at any time and from time to time, to contract with any entity Persons to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)its Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)one or more of its Series. (ed) The fact that: (i) any of the Shareholders, Trustees, employees or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder dividend disbursing, shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder Holder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee Trustee, employee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Trust Agreement (Delaware Group Foundation Funds)

Service Contracts. (a1) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, advisory and/or management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporation, trust, association or other organizationorganization (the “Manager”); and any such contract may contain such other terms as the Trustees may determine, including, without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's ’s investments, or such other activities as may specifically be delegated to such party. (b2) The Trustees may also, at any time and from time to time, contract with any corporation, trust, association or other organization, appointing it exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereof) or other securities to be issued by the Trustclasses. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c3) The Trustees are also empowered, at any time and from time to time, to contract with any corporations, trusts, associations or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder shareholder servicing agent for the Trust or one or more of its Series (or Classes)classes. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d4) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)classes, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)class. (e5) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, organizational or for any parent or affiliate of any organization, organization with which an advisory, advisory or management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization with which an advisory, advisory or management or administration contract or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, advisory or management or administration contract, or principal underwriter's ’s or distributor's ’s contract, or transfer, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (RS Variable Products Trust)

Service Contracts. (a) Subject to such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision, the Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory (and sub-advisory), management and/or administrative services for the Trust or for any Series (or Class thereof) with any corporationPerson, trustincluding any affiliate, association or other organization; and any such contract may contain such other terms as the Trustees may determine, including, including without limitation, authority for the Manager to delegate certain or all of its duties under such contracts to qualified investment advisers and administrators and an Investment Adviser to determine from time to time without prior consultation with the Trustees what investments shall be purchasedpurchased or otherwise acquired, owned, held, sold invested or exchanged reinvested in, sold, exchanged, transferred, mortgaged, pledged, assigned, negotiated, or otherwise dealt with or disposed of, and what portion, if any, of the assets of the Trust Property shall be held uninvested and to make changes in the Trust's or a particular Series' investments, or such other activities as may specifically be delegated to such partyPerson. (b) The Trustees may also, at any time and from time to time, contract with any corporationPersons, trust, association or other organizationincluding any affiliate, appointing it such Person(s) exclusive or nonexclusive distributor or Principal Underwriter for the Shares of one or more of the Series (or Classes thereofClasses) or other securities to be issued by the Trust. Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws, including, without limitation, at the date hereof the requirements of Section 15 of the 1940 Act, or any successor provision; and any such contract may contain such other terms as the Trustees may determine. (c) The Trustees are also empowered, at any time and from time to time, to contract with any corporationsPersons appointing such Person(s), trustsincluding any affiliate, associations to serve as custodians, transfer agents and/or shareholder servicing agents or other organizations, appointing it or them the custodian, transfer agent and/or Shareholder servicing agent agents for the Trust or one or more of its Series (or Classes). Every such contract shall comply with such requirements and restrictions as may be set forth under federal and/or state law and in the By-Laws or stipulated by resolution of the Trustees. The Trustees are empowered, at any time and from time to time, to retain subagents (foreign or domestic) in connection with any service provider to the Trust or one or more of its Series (or Classes). (d) Subject to applicable law, the The Trustees are further empowered, at any time and from time to time, to contract with any entity Persons, including any affiliate, to provide such other services, including without limitation accounting and pricing services, services to the Trust or one or more of the Series (or Classes thereof)Series, as the Trustees determine to be in the best interests of the Trust and the applicable Series (or Class)Series. (e) The fact that: (i) any of the Shareholders, Trustees, or officers of the Trust is a Shareholdershareholder, director, officer, partner, trustee, employee, Managermanager, adviser, Principal Underwriterprincipal underwriter, distributor, or affiliate or agent of or for any corporation, trust, association, or other organization, organization or for any parent or affiliate of any organization, organization with which an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder or has an interest in the Trust, or that (ii) any corporation, trust, association or other organization Person with which an advisory, management or administration contract or principal underwriter's or distributor's contract, or transfer, Shareholder shareholder servicing or other type of service contract may have been or may hereafter be made also has an advisory, management or administration contract, or principal underwriter's or distributor's contract, or transfertransfer agent, Shareholder shareholder servicing or other service contract with one or more other corporations, trusts, associations, or other organizations, or has other business or interests, interests with any other Person shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same, or create any liability or accountability to the Trust or its Shareholders, provided approval of each such contract is made pursuant to the requirements of the 1940 Act.

Appears in 1 contract

Samples: Trust Agreement (Winton Series Trust)

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