Common use of Services of Sub-Adviser Clause in Contracts

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's custodian for settlement in accordance with each Fund's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as to the manner in which voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing Managing, in its discretion, the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's custodian for settlement in accordance with each Fund's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations determinations as to the manner in which voting rights, rights to consent to Fund action and and/or any other rights pertaining to each Fund's portfolio securities holdings shall be exercised; provided, however, that any such determinations shall be subject to any policies, procedures or directives approved by the Board and provided to the Sub-Adviser; (e) Making recommendations to Attending and participating in discussions and meetings with the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser and provided to the Sub-Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's custodian for settlement in accordance with each Fund's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's portfolio securities shall be exercised; provided, however, that the Sub-Adviser shall be given reasonable prior notice should the Adviser or the Trust determine to direct the Sub-Adviser in its exercise of such rights; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information within its possession or control to the Adviser, the Board or to the Funds' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time reasonably determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time-to-time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each the Fund, including but not limited to: (a) Managing Managing, in its discretion, the investment and reinvestment of all assets, now or hereafter acquired by each the Fund, including determining what securities and other investments are to be purchased or sold for each the Fund and executing transactions accordingly; (b) Transmitting trades to each the Fund's custodian for settlement in accordance with each the Fund's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations determinations as to the manner in which voting rights, rights to consent to Fund action and and/or any other rights pertaining to each the Fund's portfolio securities holdings shall be exercised; provided, however, that any such determinations shall be subject to any policies, procedures or directives approved by the Board and provided to the Sub-Adviser; (e) Making recommendations to Attending and participating in discussions and meetings with the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board Board, or by the Adviser under authority delegated by the Board to the Adviser, and provided to the Sub-Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' Fund’s officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions decisions, proxy voting and securities transactions for each the Fund; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's ’s custodian for settlement in accordance with each Fund's ’s procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's ’s portfolio securities shall be exercised; provided, however, that the Sub-Adviser shall be given reasonable prior notice should the Adviser or the Trust determine to direct the Sub-Adviser in its exercise of such rights; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information within its possession or control to the Adviser, the Board or to the Funds' ’ officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time reasonably determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time-to-time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each FundMaster Portfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundMaster Portfolio, including determining what securities and other investments are to be purchased or sold for each Fund Master Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundMaster Portfolio's custodian for settlement in accordance with each FundMaster Portfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund Master Portfolio action and any other rights pertaining to each FundMaster Portfolio's portfolio securities shall be exercised; provided, however, that the Sub-Adviser shall be given reasonable prior notice should the Adviser or the Trust determine to direct the Sub-Adviser in its exercise of such rights; (e) Making recommendations to the Adviser and the Board with respect to Fund Master Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information within its possession or control to the Adviser, the Board or to the FundsMaster Portfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundMaster Portfolio; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time reasonably determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time-to-time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each FundMaster Portfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundMaster Portfolio, including determining what securities and other investments are to be purchased or sold for each Fund Master Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundMaster Portfolio's custodian for settlement in accordance with each FundMaster Portfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as to the manner in which voting rights, rights to consent to Fund Master Portfolio action and any other rights pertaining to each FundMaster Portfolio's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund Master Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the FundsMaster Portfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundMaster Portfolio required by applicable law; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services ----------------------- necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's custodian for settlement in accordance with each Fund's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as to the manner in which voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each FundPortfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundPortfolio, including determining what securities and other investments are to be purchased or sold for each Fund Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundPortfolio's custodian for settlement in accordance with each FundPortfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund Portfolio action and any other rights pertaining to each FundPortfolio's portfolio securities shall be exercised; provided, however, that the Sub-Adviser shall be given reasonable prior notice should the Adviser or the Trust determine to direct the Sub-Adviser in its exercise of such rights; (e) Making recommendations to the Adviser and the Board with respect to Fund Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information within its possession or control to the Adviser, the Board or to the FundsPortfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundPortfolio; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time reasonably determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time-to-time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's ’s custodian for settlement in accordance with each Fund's ’s procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as Exercising upon authority delegated by the Adviser or providing support to the manner Adviser or the Trust in which conjunction with exercising voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's ’s portfolio securities securities; provided, however, that the Sub-Adviser shall be exercisedgiven reasonable prior notice should the Adviser or the Trust determine to direct the Sub-Adviser in its exercise of such rights; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information within its possession or control to the Adviser, the Board or to the Funds' ’ officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time reasonably determines to be necessary or useful to perform its obligations under the Investment Advisory Management Services Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's custodian for settlement in accordance with each Fund's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations, as reasonably requested by the Adviser or the Trust; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records as are required to comply with Section 3(a) of this Agreement with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, upon reasonable request and subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services ----------------------- necessary for the management of the portfolio investments of each FundPortfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundPortfolio, including determining what securities and other investments are to be purchased or sold for each Fund Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundPortfolio's custodian for settlement in accordance with each FundPortfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as to the manner in which voting rights, rights to consent to Fund Portfolio action and any other rights pertaining to each FundPortfolio's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the FundsPortfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundPortfolio; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each FundPortfolio, including but not limited to: (a) Managing Managing, in its discretion, the investment and reinvestment of all assets, now or hereafter acquired by each FundPortfolio, including determining what securities and other investments are to be purchased or sold for each Fund Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundPortfolio's custodian for settlement in accordance with each FundPortfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations determinations as to the manner in which voting rights, rights to consent to Fund action and and/or any other rights pertaining to each FundPortfolio's portfolio securities holdings shall be exercised; provided, however, that any such determinations shall be subject to any policies, procedures or directives approved by the Board and provided to the Sub-Adviser; (e) Making recommendations to Attending and participating in discussions and meetings with the Adviser and the Board with respect to Fund Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser and provided to the Sub-Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the FundsPortfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundPortfolio; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services ----------------------- necessary for the management of the portfolio investments of each FundMaster Portfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundMaster Portfolio, including determining what securities and other investments are to be purchased or sold for each Fund Master Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundMaster Portfolio's custodian for settlement in accordance with each FundMaster Portfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund Master Portfolio action and any other rights pertaining to each FundMaster Portfolio's portfolio securities shall be exercised; provided, however, that the Sub-Adviser shall be given reasonable prior notice should the Adviser or the Trust determine to direct the Sub-Adviser in its exercise of such rights; (e) Making recommendations to the Adviser and the Board with respect to Fund Master Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information within its possession or control to the Adviser, the Board or to the FundsMaster Portfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundMaster Portfolio; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time reasonably determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time-to-time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each FundPortfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundPortfolio, including determining what securities and other investments are to be purchased or sold for each Fund Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundPortfolio's custodian for settlement in accordance with each FundPortfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund Portfolio action and any other rights pertaining to each FundPortfolio's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the FundsPortfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundPortfolio required by applicable law; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's custodian for settlement in accordance with each Fund's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundFund required by applicable law; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly, provided, however, that with respect to Nations Asset Allocation Fund, the Sub-Adviser will manage such Fund's equity investments, as a percentage of such Fund as may be determined from time-to-time by Banc of America Capital Management, Inc.; (b) Transmitting trades to each Fund's custodian for settlement in accordance with each Fund's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as to the manner in which voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time-to-time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each FundMaster Portfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundMaster Portfolio, including determining what securities and other investments are to be purchased or sold for each Fund Master Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundMaster Portfolio's custodian for settlement in accordance with each FundMaster Portfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder interestholder communications, including shareholder interestholder reports, and participating in shareholder interestholder relations; (d) Making recommendations as to the manner in which voting rights, rights to consent to Fund Master Portfolio action and any other rights pertaining to each FundMaster Portfolio's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund Master Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the FundsMaster Portfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundMaster Portfolio; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's ’s custodian for settlement in accordance with each Fund's ’s procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as Exercising upon authority delegated by the Adviser or providing support to the manner Adviser or the Trust in which conjunction with exercising voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's ’s portfolio securities shall be exercisedsecurities; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' ’ officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundFund required by applicable law; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Management Services Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services ----------------------- necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's custodian for settlement in accordance with each Fund's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations, as reasonably requested by the Adviser or the Trust; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records as are required to comply with Section 3(a) of this Agreement with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, upon reasonable request and subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each FundPortfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundPortfolio, including determining what securities and other investments are to be purchased or sold for each Fund Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundPortfolio's custodian for settlement in accordance with each FundPortfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as to the manner in which voting rights, rights to consent to Fund Portfolio action and any other rights pertaining to each FundPortfolio's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the FundsPortfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundPortfolio; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each FundMaster Portfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundMaster Portfolio, including determining what securities and other investments are to be purchased or sold for each Fund Master Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundMaster Portfolio's custodian for settlement in accordance with each FundMaster Portfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder interestholder communications, including shareholder interestholder reports, and participating in shareholder interestholder relations; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund Master Portfolio action and any other rights pertaining to each FundMaster Portfolio's portfolio securities shall be exercised; provided, however, that the Sub-Adviser shall be given reasonable prior notice should the Adviser or the Trust determine to direct the Sub-Adviser in its exercise of such rights; (e) Making recommendations to the Adviser and the Board with respect to Fund Master Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information within its possession or control to the Adviser, the Board or to the FundsMaster Portfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundMaster Portfolio; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time reasonably determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time-to-time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each FundPortfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundPortfolio, including determining what securities and other investments are to be purchased or sold for each Fund Portfolio and executing transactions accordingly; (b) Transmitting trades to each Fund's Portfolio’s custodian for settlement in accordance with each Fund's Portfolio’s procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund Portfolio action and any other rights pertaining to each Fund's Portfolio’s portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' Portfolios’ officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundPortfolio required by applicable law; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services ----------------------- necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly, provided however, that with respect to Nations Xxxxxxx Principal Protection Fund, the Sub-Adviser will manage such Fund's fixed income investments as a percentage of such Fund as may be determined from time to time by Banc of America Securities LLC (b) ; (bc) Transmitting trades to each Fund's custodian for settlement in accordance with each Fund's procedures and as may be directed by the Trust; (cd) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (de) Making recommendations as to the manner in which voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's portfolio securities shall be exercised; (ef) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (fg) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (gh) Maintaining all required books and records with respect to the investment decisions and securities transactions for each Fund; (hi) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's ’s custodian for settlement in accordance with each Fund's ’s procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as to the manner in which voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's ’s portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' ’ officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundFund required by applicable law; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, assets now or hereafter acquired by each Fund, or such portion of the assets of each Fund as the Adviser may determine from time to time, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's custodian for settlement in accordance with each Fund's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communicationsinterestholder communications relating to the Funds, including shareholder interestholder reports, and participating in shareholder relations; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time reasonably determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing Managing, in its discretion, the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's ’s custodian for settlement in accordance with each Fund's ’s procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as Exercising or providing support to the manner Adviser or the Trust in which conjunction with exercising voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's ’s portfolio securities securities; provided, however, that any such exercises shall be exercisedsubject to any policies, procedures or directives approved by the Board and provided to the Sub-Adviser; (e) Making recommendations to Attending and participating in discussions and meetings with the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser and provided to the Sub-Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' ’ officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Management Services Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each FundMaster Portfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundMaster Portfolio, including determining what securities and other investments are to be purchased or sold for each Fund Master Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundMaster Portfolio's custodian for settlement in accordance with each FundMaster Portfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as to the manner in which voting rights, rights to consent to Fund Master Portfolio action and any other rights pertaining to each FundMaster Portfolio's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund Master Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the FundsMaster Portfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundMaster Portfolio; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time-to-time.

Services of Sub-Adviser. The Sub-Adviser shall perform all ----------------------- services necessary for the management of the portfolio investments of each FundMaster Portfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundMaster Portfolio, including determining what securities and other investments are to be purchased or sold for each Fund Master Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundMaster Portfolio's custodian for settlement in accordance with each FundMaster Portfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder interestholder communications, including shareholder interestholder reports, and participating in shareholder interestholder relations; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund Master Portfolio action and any other rights pertaining to each FundMaster Portfolio's portfolio securities shall be exercised; provided, however, that the Sub-Adviser shall be given reasonable prior notice should the Adviser or the Trust determine to direct the Sub-Adviser in its exercise of such rights; (e) Making recommendations to the Adviser and the Board with respect to Fund Master Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information within its possession or control to the Adviser, the Board or to the FundsMaster Portfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as of an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundMaster Portfolio; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time reasonably determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time-to-time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services ----------------------- necessary for the management of the portfolio investments of each FundPortfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundPortfolio, including determining what securities and other investments are to be purchased or sold for each Fund Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundPortfolio's custodian for settlement in accordance with each FundPortfolio's procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations recommendations, or making determinations under authority delegated by the Adviser or the Trust, as to the manner in which voting rights, rights to consent to Fund Portfolio action and any other rights pertaining to each FundPortfolio's portfolio securities shall be exercised; provided, however, that the Sub-Adviser shall be given reasonable prior notice should the Adviser or the Trust determine to direct the Sub-Adviser in its exercise of such rights; (e) Making recommendations to the Adviser and the Board with respect to Fund Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information within its possession or control to the Adviser, the Board or to the FundsPortfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundPortfolio; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time reasonably determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time-to-time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold for each Fund and executing transactions accordingly; (b) Transmitting trades to each Fund's ’s custodian for settlement in accordance with each Fund's ’s procedures and as may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as Exercising upon authority delegated by the Adviser or providing support to the manner Adviser or the Trust in which conjunction with exercising voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's ’s portfolio securities securities; provided, however, that the Sub-Adviser shall be exercisedgiven reasonable prior notice should the Adviser of the Trust determine to direct the Sub-Adviser in its exercise of such rights; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information within its possession or control to the Adviser, the Board or to the Funds' ’ officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time reasonably determines to be necessary or useful to perform its obligations under the Investment Advisory Management Services Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Sub-Adviser shall perform all services necessary for the management of the portfolio investments of each FundPortfolio, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each FundPortfolio, including determining what securities and other investments are to be purchased or sold for each Fund Portfolio and executing transactions accordingly; (b) Transmitting trades to each FundPortfolio's custodian for settlement in accordance with each FundPortfolio's procedures and as may be directed by the Master Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as to the manner in which voting rights, rights to consent to Fund Portfolio action and any other rights pertaining to each FundPortfolio's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund Portfolio investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the FundsPortfolios' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Master Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each FundPortfolio; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request from time to time.

Services of Sub-Adviser. The Subject to the oversight and supervision of ----------------------- Adviser and the Fund's Board of Trustees, Sub-Adviser shall will supervise the day-to- day operations of each Portfolio and perform the following services: (i) provide investment research and credit analysis concerning each Portfolio's investments, (ii) conduct a continual program of investment of each Portfolio's assets, (iii) determine what portion of each Portfolio's assets will be invested in cash, cash equivalents and money market instruments, (iv) place orders for all services necessary for the management purchases and sales of the portfolio investments of each Fund, including but not limited to: (a) Managing the investment and reinvestment of all assets, now or hereafter acquired by each Fund, including determining what securities and other investments are to be purchased or sold made for each Portfolio, and (v) maintain the books and records as are required to support Fund operations (in conjunction with record-keeping and accounting functions performed by Adviser). In addition, Sub-Adviser will keep the Fund and executing transactions accordingly; Adviser informed of developments materially affecting the Fund and shall, on its own initiative, furnish to the Fund from time to time whatever information Sub-Adviser believes appropriate for this purpose. Sub-Adviser will communicate to Adviser on each day that a purchase or sale of an instrument is effected for each Portfolio (bi) Transmitting trades the name of the issuer, (ii) the amount of the purchase or sale, (iii) the name of the broker or dealer, if any, through which the purchase or sale will be effected, (iv) the CUSIP number of the instrument, if any, and (v) such other information as Adviser may reasonably require for purposes of fulfilling its obligations to each Fund's custodian for settlement the Fund under the Advisory Agreement. Sub-Adviser will provide the services rendered by it under this Agreement in accordance with each FundPortfolio's procedures investment objectives, policies and restrictions as stated in each Portfolio's Prospectus and Statement of Additional Information (as currently in effect and as they may be directed by the Trust; (c) Assisting in the preparation of all shareholder communications, including shareholder reports, and participating in shareholder relations; (d) Making recommendations as to the manner in which voting rights, rights to consent to Fund action and any other rights pertaining to each Fund's portfolio securities shall be exercised; (e) Making recommendations to the Adviser and the Board with respect to Fund investment policies and procedures, and carrying out such investment policies and procedures as are approved by the Board amended or by the Adviser under authority delegated by the Board to the Adviser; (f) Supplying reports, evaluations, analyses, statistical data and information to the Adviser, the Board or to the Funds' officers and other service providers as the Adviser or the Board may reasonably request from time to time or as may be necessary or appropriate for the operation of the Trust as an open-end investment company or as necessary to comply with Section 3(a) of this Agreement; (g) Maintaining all required books and records with respect to the investment decisions and securities transactions for each Fund; (h) Furnishing any and all other services, subject to review by the Board, that the Adviser from time to time determines to be necessary or useful to perform its obligations under the Investment Advisory Agreement or as the Board may reasonably request supplemented from time to time), and the resolutions of the Fund's Board of Trustees.