Services of Advisor. Advisor shall provide the following service(s) to the Client:
A. Review the Client’s present financial situation and issue a written report of suggestions. The advisor will continue to be available for advice regarding the implementation of Client’s financial plan.
B. Provide specific financial advice on an hourly basis as specified in 9B.
Services of Advisor. Subject always to the supervision of the Trustees, Advisor will furnish an investment program in respect of, and make investment decisions for all assets of the Portfolio and place all orders for the purchase and sale of securities, all on behalf of the Portfolio. In the performance of its duties, the Advisor will monitor the Portfolio's investments and:
(a) will conform with all restrictions of the Trust's Declaration of Trust and By-Laws, the stated investment objectives, policies, restrictions and procedures of the Portfolios adopted by the Trustees and set forth in the Trust's Prospectus, Statement of Additional Information and any resolutions of the Trustees, and all applicable Rules and Regulations of the Securities and Exchange Commission and in addition will conduct its activities under this Agreement in accordance with any applicable regulations of any governmental authority pertaining to its investment advisory activities. The Advisor will report to the Trustees with respect to the implementation of such program. Advisor represents that it is an investment advisor registered under the Investment Advisors Act of 1940 (the "Advisors Act") and other applicable Laws and that the statements contained in the Advisor's registration under the Advisors Act on Form ADV, as of the date hereof, are true and correct and do not omit to state any material fact required to be stated therein or necessary in order to make the statements therein not misleading. The Advisor agrees to maintain the completeness and accuracy of its registration on Form ADV, in accordance with all legal requirements relating to that Form. The Advisor acknowledges that it is an "investment advisor" to the Portfolio within the meaning of the 1940 Act and the Advisors Act. Advisor further agrees that it:
a. will use the same skill and care in providing such services as it uses in providing services to fiduciary accounts for which it has investment responsibilities;
b. will place orders pursuant to its investment determinations for the Portfolio either directly with the issuer or with any broker or dealer. In placing orders with brokers and dealers, Advisor will attempt to obtain the best combination of prompt execution of orders in an effective manner and at the most favorable price. Consistent with this obligation, when the execution and price offered by two or more brokers or dealers are comparable Advisor is hereby authorized, in its discretion, to purchase and sell portfolio securities...
Services of Advisor. Advisor shall review Client’s present investments, financial circumstances and goals and provide advice to Client, including investment purchase and sale and asset allocation recommendations, as more specifically described on Schedule A. Client understands that Advisor shall have no obligation to vote proxies or take any action regarding legal notices Advisor may receive from issuers of securities held, or previously held, in Client’s accounts. This Agreement shall be applicable only to financial planning advice contained in the financial analyses or investment recommendations individually prepared for Client. Client understands that Advisor does not guarantee the results of any recommendation or the overall performance of Client’s account and that losses can occur by following Advisor’s advice.
Services of Advisor. By execution of this Agreement, the Advisor accepts appointment as adviser for the Investment Account with full discretion and agrees to supervise and direct the investments of the Investment Account in accordance with the investment objectives, policies and restrictions described in the investment guidelines to be furnished by the Client to the Advisor from time to time (the “Investment Guidelines”). The Investment Guidelines are for the stated purpose of assisting the Advisor in the performance of its investment duties. The Advisor will manage the Investment Account in accordance with such Investment Guidelines as provided to the Advisor from time to time. In addition, the Advisor agrees to provide treasury management advisory services specific to the Investment Account (“Treasury Management Services”), as directed by the Client. The Treasury Management Services include, without limitation, (i) executing investment transactions to support short-term treasury cash requirements, (ii) settling inter-company and dividend treasury transactions with cash and securities, (iii) settling quarterly tax liability payments from the Investment Account, (iv) providing preliminary valuation for securities supporting treasury transactions, (v) assisting the Client in evaluating securities lending programs administered by custodians designated by the Client and acceptable to the Advisor, and (vi) collaborating with the Client to provide treasury transaction support to custodians and accounting servicing providers designated by the Client and acceptable to the Advisor.
Services of Advisor. By execution of this Agreement the Advisor accepts appointment as adviser for the Investment Account with full discretion and agrees to supervise and direct the investments of the Investment Account in accordance with the investment objectives, policies and restrictions described in the investment guidelines to be furnished by the Client to the Advisor in writing from time to time (the “Investment Guidelines”). In addition, the Advisor agrees to provide Life Insurance Portfolio Management advisory services (“Portfolio Management Services”) to the Aggregate Investment Account consistent with the Investment Guidelines. The Portfolio Management Services include, without limitation, (i) managing the characteristics of the portfolio, (ii) portfolio derivative hedging, (iii) coordination with the Client to ensure that investment strategies and significant initiatives meet the Client’s accounting and financial objectives, and (iv) Client support in establishing new strategies and in pricing new services. In the performance of its services under this Agreement, the Advisor will not be liable for any error in judgment or any acts or omissions to act except those resulting from the Advisor’s gross negligence, willful misconduct or malfeasance. Nothing herein shall in any way constitute a waiver or limitation of any right of any person under the federal securities laws. Except with respect to the Portfolio Management Services provided to the Aggregate Investment Account, the Advisor shall have no responsibility whatsoever for be management of any assets of the Client other than the Investment Account.
Services of Advisor. By execution of this Agreement, Advisor accepts the appointment as investment advisor and agrees to advise Client with respect to its utilization of the energy derivative markets for the purpose of reducing exposure to fluctuations in the commodity price of natural gas. Advisor will meet with Client from time to time and will advise Client as to Advisor's views with regard to the natural gas markets. Advisor will assist Client in implementing the goals and objectives of Client's Hedging Program, provided that Advisor does not assume responsibility for establishing the policies or methods by which Client intends to carry out the goals or objectives of its hedging activities. Advisor shall have no discretion to enter into any Transaction for the account of Client and shall only do so upon the express direction of Client.
Services of Advisor. The Client hereby engages the Advisor to serve as investment advisor under the terms of this Agreement with respect to the Initial Funds and such other funds as the Client may from time to time assign by written notice to the Advisor (collectively the "Managed Funds"), and the Advisor accepts such engagement. In connection therewith, the Advisor will provide investment research and supervision of the Client’s Managed Funds investments and conduct a continuous program of investment, evaluation and, when appropriate, sale and reinvestment of the Client’s Managed Funds assets. The Advisor shall continuously monitor investment opportunities and evaluate investments of the Client’s Funds. The Advisor shall furnish the Client with statistical information and reports with respect to investments of the Managed Funds. The Advisor shall place all orders for the purchase, sale, loan or exchange of portfolio securities for the Client’s account with brokers or dealers recommended by the Advisor and/or the Client, and to that end the Advisor is authorized as agent of the Client to give instructions to the depository designated by the Clients as its custodian as to deliveries of securities and payments of cash for the account of the Client. In connection with the selection of such brokers and dealers and the placing of such orders, the Advisor is directed to seek for the Client the most favorable execution and price, the determination of which may take into account, subject to any applicable laws, rules and regulations, whether statistical, research and other information or services have been or will be furnished to the Advisor by such brokers and dealers. The depository designated by the Client (the “Custodian”) shall have custody of cash, assets and securities of the Client. The Advisor shall not take possession of or act as custodian for the cash, securities or other assets in the Managed Funds and shall have no responsibility in connection therewith. Authorized investments shall include only those investments which are currently authorized by the state investment statutes and the bond covenants and as supplemented by such other written instructions as may from time to time be provided by the Client to the Advisor. The Advisor shall be entitled to rely upon the Client’s written advice with respect to anticipated drawdowns of Managed Funds. The Advisor will observe the instructions of the Client with respect to broker/dealers who are approved to execute transactions in...
Services of Advisor. Subject to any limitations imposed by applicable law or regulation, the Advisor shall render or cause to be rendered management, consulting and financial services to the Company and the other members of the VWR Group as requested from time to time by the Board and agreed to by the Advisor, which services may include advice and assistance concerning any and all aspects of the operations, planning and financing of the Company and the other members of the VWR Group and conducting relations on behalf of the Company or the other members of the VWR Group with accountants, attorneys, financial advisors and other professionals. The Advisor shall provide and devote to the performance of this Agreement such employees, affiliates and agents of the Advisor as the Advisor shall deem appropriate to the furnishing of the services hereunder. In addition, the Advisor shall, as requested by the Board and agreed to by the Advisor, render advice and expertise in connection with any acquisitions or dispositions undertaken by the Company or the other members of the VWR Group.
Services of Advisor. Client engages Advisor to provide, and Advisor agrees to provide executive consulting and financial advisory services on behalf of Client as follows: Contacting sources such as broker/dealers, potential investors, registered representatives, institutions, mutual fund managers, investment banking sources, securities analysts, independent portfolio managers, and other professional investment community contacts, for the purpose of meeting Client's capital requirements. Advisor will also coordinate and assist in the filing and preparing of the documents necessary for capital raising, by working with the bankers, and other advisors of Client. Advisor will also assist the company in obtaining strategic alliances and acquisitions, assist in the analysis of company assets for dispositions or other financial transactions, and generally assist the Chairman and CEO in the strategic direction of the Client.
Services of Advisor. The Client hereby engages the Advisor to serve as a treasury management consultant under the terms of this Agreement, and the Advisor accepts such engagement. The Advisor will provide cash flow analysis and a draft investment procedures manual for the Client’s review.
