Common use of Services on a Continuing Basis Clause in Contracts

Services on a Continuing Basis. The Administrator shall perform the following services on a regular basis which would be daily, weekly or as otherwise appropriate or reasonably requested by the Fund: (A) prepare and coordinate reports and other materials as the Fund's Board of Directors may reasonably request of the Fund; (B) prepare and/or supervise the preparation and filing of all securities filings, periodic financial reports, prospectuses, statements of additional information, marketing materials, tax returns, shareholder reports and other regulatory reports or filings required of the Fund and the Portfolios; (C) prepare all required filings necessary to qualify the Fund's shares with state securities authorities to sell shares in all states where the Fund currently does, or intends to do business; (D) coordinate the preparation, printing and mailing of all communications required to be sent to shareholders, including the annual and semi-annual reports to shareholders, proxy statements, notices and other reports to Fund shareholders; (E) coordinate the preparation and payment of Fund and Portfolio related expenses; (F) assist in the selection of, investigate, conduct relations with, and monitor and oversee the activities of the transfer agent, custodians, accountants, depositories, attorneys, underwriters, insurers, and such other persons in any other capacity deemed by the Company to be necessary or desirable for the Portfolios' operations and as requested by the Company; (G) review and adjust as necessary the Portfolios' daily expense accruals; (H) maintain and keep such books and records of the Fund as required by law and for the proper operation of the Fund and its Portfolios other than those maintained and kept by the Fund's investment adviser and servicing agents; (I) provide the Fund with (i) the services of persons competent to perform the administrative and clerical functions described herein, and (ii) individuals acceptable to the Directors for nomination, appointment or election as officers of the Fund, who will be responsible for the management of certain of the Fund's affairs as determined by the Directors; (J) provide the Fund with office space as well as administrative offices, equipment and facilities as are necessary for the performance of the Administrator's duties under this Agreement; (K) monitor each Portfolio's compliance with investment policies and restrictions as set forth in the Portfolio's currently effective prospectus and statement of additional information; and (L) perform such additional services as may be agreed upon by the Fund and the Administrator.

Services on a Continuing Basis. (a) Subject always to the control of the Board of Directors of the Fund (the "Board") and to such policies as the Board may determine, the Administrator agrees, at its expense, (1) to furnish the management and administrative services necessary for the operation of the Portfolio and handling its shareholder relations, including overseeing bookkeeping and accounting services and the calculation and publication of the Portfolio's net asset value, providing office space, equipment and facilities, data processing, internal auditing and clerical services (excluding determination of net asset value); preparing reports to the Portfolio's shareholders and tax returns; reports to and filing with governmental bodies; and conducting relations on behalf of the Fund with custodians, depositories, transfer agents, registrar and dividend disbursing and reinvestment plan agents, accountants, attorneys, underwriters, insurers and banks, (ii) to pay all salaries, fees and expenses of officers and directors of the Fund who are affiliated persons of the Administrator (except to the extent such persons are employees of the Corporation's investment adviser), and (iii) to furnish all necessary management facilities, including salaries of personnel, required for it to execute its duties faithfully. (b) The Administrator shall perform oversee the following services on a regular basis which would be daily, weekly or as otherwise appropriate or reasonably requested maintenance of all books and records required by the Fund: (A) prepare Investment Company Act of 1940 and coordinate reports the rules and regulations thereunder, as well as all other materials as applicable federal and state laws and regulations. In compliance with the requirements of Rule 31a-3 under the Investment Company Act of 1940, the Administrator hereby agrees that any records which it maintains for the Fund are the property of the Fund and further agrees to surrender promptly to the Fund any of such records upon the Fund's Board of Directors may reasonably request request. The Administrator further agrees to arrange for the preservation of the Fund;records required to be maintained by Rule 31a-1 under the Investment Company Act of 1940 for the periods prescribed by Rule 31a-2 under said Act. (Bc) prepare and/or supervise In the preparation performance of its duties under this Contract, the Administrator will comply with the provisions of the Articles of Incorporation and filing of all securities filings, periodic financial reports, prospectuses, statements of additional information, marketing materials, tax returns, shareholder reports and other regulatory reports or filings required By-laws of the Fund and the Portfolios;stated investment objectives, policies and restrictions of the Portfolio, and will use its best efforts to safeguard and promote the welfare of the Fund, and to comply with other policies which the Board may from time to time determine. (Cd) prepare all required filings necessary to qualify The Administrator shall act as liaison with the Fund's shares with state securities authorities independent public accountants and shall provide account analyses, fiscal year summaries, and other audit related schedules. The Administrator shall take all reasonable action in the performance of its obligations under this Agreement to sell shares in all states where assure that the necessary information is made available to such accountants for the expression of their opinion, as such may be required by the Fund currently does, or intends from time to do business;time. (Da) coordinate The Administrator, at its own expense, shall provide a system whereby information is supplied to shareholders concerning their accounts and the preparationoperation of the Fund. The Administrator shall also provide, at its own expense, a system whereby orders for purchases and redemption of Portfolio shares which are received by the Fund or its distributor, Xxxx Xxxxx Xxxx Xxxxxx, Incorporated, are promptly processed and transmitted to the Fund's transfer agent. The Administrator may delegate some or all of the functions specified in this subparagraph to Xxxx Xxxxx Xxxx Xxxxxx, Incorporated or another appropriate person. The Administrator shall not have the right to use any list of shareholders of the Fund or any other list of investors which it obtains in connection with its provisions of services under this Agreement, nor shall the Administrator sell or knowingly provide such list or lists to any unaffiliated person. (b) Other than as specifically indicated in this Agreement, the Administrator shall not be responsible for the Fund's expenses. Specifically, the Administrator will not be responsible, except to the extent of the reasonable compensation of employees of the Fund whose services may be used by the Administrator hereunder, for any of the following expenses of the Fund, which expenses shall be borne by the Fund: organizational expenses; legal expenses; interest; taxes; governmental fees; fees, voluntary assessments and other expenses incurred in connection with membership in investment company organizations; the cost (including brokerage commissions or charges, if any) of securities purchased or sold by the Fund and any losses incurred in connection therewith; distribution fees, if any; fees of custodians, subcustodians, transfer agents, registrars or other agents for all services to the Fund; expenses relating to the redemption or repurchase of the Fund's shares; expenses of registering and qualifying Fund shares for sale under applicable federal and state law and maintaining such registrations and qualifications; expenses or preparing, setting in print, printing and mailing of all communications required to be sent to shareholders, including the annual and semi-annual reports to shareholdersdistributing prospectuses, proxy statements, notices reports, notices, stock certificates and other reports dividends to Fund shareholders; (E) coordinate ; costs of stationery; costs of stockholders' and other meetings of the preparation Fund; compensation of officers and payment directors who are not affiliated persons of Fund Adviser; fees and Portfolio related expenses; (F) assist in the selection of, investigate, conduct relations with, and monitor and oversee the activities expenses of independent auditors; traveling expenses of directors of the transfer agentFund, custodians, accountants, depositories, attorneys, underwriters, insurers, if any; expenses for fidelity bonds and such other persons in any other capacity deemed by the Company to be necessary or desirable for the Portfolios' operations and as requested by the Company; (G) review and adjust as necessary the Portfolios' daily expense accruals; (H) maintain and keep such books and records of the Fund as required by law and for the proper operation of insurance covering the Fund and its Portfolios other than those maintained officers and kept by the Fund's investment adviser directors; costs of indemnification; and servicing agents;any extraordinary expenses. (Ic) provide the Fund with (i) the services The Administrator shall authorize and permit any of persons competent to perform the administrative its directors, officers and clerical functions described hereinemployees, and (ii) individuals acceptable to the Directors for nomination, appointment who may be elected as directors or election as officers of the Fund, who will be responsible for the management of certain of the Fund's affairs as determined by the Directors; (J) provide the Fund with office space as well as administrative offices, equipment and facilities as are necessary for the performance of the Administrator's duties under this Agreement; (K) monitor each Portfolio's compliance with investment policies and restrictions as set forth to serve in the Portfolio's currently effective prospectus capacities in which they are elected, and statement of additional information; and (L) perform such additional services as may be agreed upon by the Fund shall bear their salary or other compensation and the Administratorexpenses, if any.

Services on a Continuing Basis. The Administrator shall will perform the following services on a regular basis which would be daily, weekly or as otherwise appropriate or reasonably requested by the Fundappropriate: (A) prepare and coordinate reports and other materials as to be supplied to the Fund's Board of Directors may reasonably request of the FundCorporation; (B) prepare and/or supervise the preparation and filing of all securities filings, periodic financial reports, prospectuses, statements of additional information, marketing materials, tax returns, shareholder reports and other regulatory reports or filings required of the Fund Corporation and the Portfolios;portfolios. (C) prepare all required filings necessary to qualify maintain the FundCorporation's shares with state securities authorities and portfolios' qualification and/or registration to sell shares in all states where the Fund Corporation and portfolios currently doesdo, or intends intend to do business; (D) coordinate the preparation, printing and mailing of all communications materials (e.g., Annual Reports) required to be sent to shareholders, including the annual and semi-annual reports to shareholders, proxy statements, notices and other reports to Fund shareholders; (E) coordinate the preparation and payment of Fund Corporation and Portfolio portfolio related expenses; (F) assist in the selection of, investigate, conduct relations with, and monitor and oversee the activities of the Corporation's and the portfolios' servicing agents (i.e., transfer agent, custodianscustodian, accountants, depositoriesfund accounting agent, attorneys, underwriters, insurersbrokers and dealers, corporate fiduciaries, banks and such other persons in any such other capacity deemed by the Company to be necessary or desirable for the Portfolios' operations and as requested by the Companydesirable; (G) review and adjust as necessary the Portfoliosportfolios' daily expense accruals; (H) maintain and keep such books and records of the Fund Corporation as required by law and or for the proper operation of the Fund Corporation and its Portfolios portfolios other than those maintained and kept by the FundCorporation's investment adviser Manager and servicing agents; (I) provide the Fund Corporation with (i) the services of persons competent to perform the administrative and clerical functions described herein, and (ii) individuals acceptable personnel to the Directors for nomination, appointment or election serve as officers of the Fund, who will be responsible for the management of certain of the Fund's affairs as determined by the DirectorsCorporation; (J) provide the Fund portfolios with office space as well as administrative offices, equipment asadministrative offices and such data processing facilities as are necessary for the performance of the Administrator's its duties under this Agreement;. (K) monitor each Portfolioportfolio's compliance with investment policies and restrictions as set forth in the Portfolioportfolio's currently effective prospectus Prospectus and statement Statement of additional information; andAdditional Information under the Securities Act of 1933. (L) perform such additional services as may be agreed upon by the Fund Corporation and the Administrator.

Services on a Continuing Basis. The Administrator shall will perform the following services on a regular basis which would be daily, weekly or as otherwise appropriate or reasonably requested by the Fundappropriate: (A) prepare and coordinate reports and other materials as to be supplied to the Fund's Board of Directors may reasonably request Trustees of the FundTrust; (B) prepare and/or supervise the preparation and filing of all securities filings, periodic financial reports, prospectuses, statements of additional information, marketing materials, tax returns, shareholder reports and other regulatory reports or filings required of the Fund Trust and the Portfolios;Funds. (C) prepare all required filings necessary to qualify for the Fund's sale of shares with state securities authorities to sell shares of the Funds in all states where the Fund currently does, or intends to do businessofficers of the Trust deem it appropriate; (D) coordinate the preparation, printing and mailing of all communications materials (E.G., Annual Reports) required to be sent to shareholders, including the annual and semi-annual reports to shareholders, proxy statements, notices and other reports to Fund shareholders; (E) coordinate the preparation and payment of Trust and Fund and Portfolio related expenses; (F) assist in the selection of, investigate, conduct relations with, and monitor and oversee the activities of the Trust's and the Funds' servicing agents (I.E., transfer agent, custodianscustodian, accountants, depositoriesfund accounting agent, attorneys, underwriters, insurersbrokers and dealers, corporate fiduciaries and banks) and such other persons in any such other capacity deemed by the Company to be necessary or desirable for the Portfolios' operations and as requested by the Companydesirable; (G) review and adjust as necessary the PortfoliosFunds' daily expense accruals; (H) maintain and keep such books and records of the Fund Trust as required by law and or for the proper operation of the Fund Trust and its Portfolios the Funds other than those maintained and kept by the FundTrust's investment adviser Adviser and other servicing agents; (I) provide the Fund Trust with (i) the services of persons competent to perform the administrative and clerical functions described herein, and (ii) individuals acceptable personnel to the Directors for nomination, appointment or election serve as officers of the Fund, who will be responsible for the management of certain of the Fund's affairs as determined by the DirectorsTrust; (J) provide the Fund Funds with office space as well as administrative offices, equipment offices and such data processing facilities as are necessary for the performance of the Administrator's its duties under this Agreement;. (K) monitor each PortfolioFund's compliance with investment policies and restrictions as set forth in the PortfolioFund's currently effective prospectus Prospectus and statement Statement of additional information; andAdditional Information under the Securities Act of 1933 (the "1933 Act"). (L) perform such additional services as may be agreed upon by the Fund Trust and the Administrator.

Services on a Continuing Basis. The Administrator shall will perform the following services on a regular basis which would be daily, weekly or as otherwise appropriate or reasonably requested by the Fundappropriate: (A) prepare and coordinate reports and other materials as to be supplied to the Fund's Board of Directors may reasonably request Trustees of the FundTrust; (B) prepare and/or supervise the preparation and filing of all securities filings, periodic financial reports, prospectuses, statements of additional information, marketing materials, tax returns, shareholder reports and other regulatory reports or filings required of the Fund Trust and the Portfolios;Portfolio. (C) prepare all required filings necessary to qualify for the Fund's sale of shares with state securities authorities to sell shares of the Portfolio in all states where the Fund currently does, or intends to do businessofficers of the Trust deem it appropriate; (D) coordinate the preparation, printing and mailing of all communications materials (E.G., Annual Reports) required to be sent to shareholders, including the annual and semi-annual reports to shareholders, proxy statements, notices and other reports to Fund shareholders; (E) coordinate the preparation and payment of Fund Trust and Portfolio related expenses; (F) assist in the selection of, investigate, conduct relations with, and monitor and oversee the activities of the Trust's and the Portfolio's servicing agents (I.E., transfer agent, custodianscustodian, accountants, depositoriesfund accounting agent, attorneys, underwriters, insurersbrokers and dealers, corporate fiduciaries and banks) and such other persons in any such other capacity deemed by the Company to be necessary or desirable for the Portfolios' operations and as requested by the Companydesirable; (G) review and adjust as necessary the Portfolios' Portfolio's daily expense accruals; (H) maintain and keep such books and records of the Fund Trust as required by law and or for the proper operation of the Fund Trust and its Portfolios the Portfolio other than those maintained and kept by the FundTrust's investment adviser Adviser and other servicing agents; (I) provide the Fund Trust with (i) the services of persons competent to perform the administrative and clerical functions described herein, and (ii) individuals acceptable personnel to the Directors for nomination, appointment or election serve as officers of the Fund, who will be responsible for the management of certain of the Fund's affairs as determined by the DirectorsTrust; (J) provide the Fund Portfolio with office space as well as administrative offices, equipment offices and such data processing facilities as are necessary for the performance of the Administrator's its duties under this Agreement;. (K) monitor each the Portfolio's compliance with investment policies and restrictions as set forth in the Portfolio's currently effective prospectus Prospectus and statement Statement of additional information; andAdditional Information under the Securities Act of 1933 (the "1933 Act"). (L) perform such additional services as may be agreed upon by the Fund Trust and the Administrator.

Services on a Continuing Basis. The Administrator shall will perform the following services on a regular basis which would be daily, weekly or as otherwise appropriate or reasonably requested by the Fundappropriate: (A) prepare and coordinate reports and other materials as to be supplied to the Fund's Board of Directors may reasonably request Trustees of the FundTrust; (B) prepare and/or supervise the preparation and filing of all securities filings, periodic financial reports, prospectuses, statements of additional information, marketing materials, tax returns, shareholder reports and other regulatory reports or filings required of the Fund Trust and the Portfolios;portfolios. (C) prepare all required filings necessary to qualify maintain the FundTrust's shares with state securities authorities and portfolios' qualification and/or registration to sell shares in all states where the Fund Trust and portfolios currently doesdo, or intends intend to do business; (D) coordinate the preparation, printing and mailing of all communications materials (e.g., Annual Reports) required to be sent to shareholders, including the annual and semi-annual reports to shareholders, proxy statements, notices and other reports to Fund shareholders; (E) coordinate the preparation and payment of Fund Trust and Portfolio portfolio related expenses; (F) assist in the selection of, investigate, conduct relations with, and monitor and oversee the activities of the Trust's and the portfolios' servicing agents (i.e., transfer agent, custodianscustodian, accountants, depositoriesfund accounting agent, attorneys, underwriters, insurersbrokers and dealers, corporate fiduciaries, banks and such other persons in any such other capacity deemed by the Company to be necessary or desirable for the Portfolios' operations and as requested by the Companydesirable; (G) review and adjust as necessary the Portfoliosportfolios' daily expense accruals; (H) maintain and keep such books and records of the Fund Trust as required by law and or for the proper operation of the Fund Trust and its Portfolios portfolios other than those maintained and kept by the FundTrust's investment adviser Advisor and servicing agents; (I) provide the Fund Trust with (i) the services of persons competent to perform the administrative and clerical functions described herein, and (ii) individuals acceptable personnel to the Directors for nomination, appointment or election serve as officers of the Fund, who will be responsible for the management of certain of the Fund's affairs as determined by the DirectorsTrust; (J) provide the Fund portfolios with office space as well as administrative offices, equipment offices and such data processing facilities as are necessary for the performance of the Administrator's its duties under this Agreement;. (K) monitor each Portfolioportfolio's compliance with investment policies and restrictions as set forth in the Portfolioportfolio's currently effective prospectus Prospectus and statement Statement of additional information; andAdditional Information under the Securities Act of 1933. (L) perform such additional services as may be agreed upon by the Fund Trust and the Administrator.

Services on a Continuing Basis. (a) Subject always to the control of the Board of Directors of the Fund (the "Board") and to such policies as the Board may determine, the Administrator agrees, at its expense, (1) to furnish the management and administrative services necessary for the operation of each Portfolio and handling their shareholder relations, including overseeing bookkeeping and accounting services and the calculation and publication of each Portfolio's net asset value, providing office space, equipment and facilities, data processing, internal auditing and clerical services (excluding determination of net asset value); preparing reports to the Portfolios' shareholders and tax returns; reports to and filing with governmental bodies; and conducting relations on behalf of the Fund with custodians, depositories, transfer agents, registrar and dividend disbursing and reinvestment plan agents, accountants, attorneys, underwriters, insurers and banks, (ii) to pay all salaries, fees and expenses of officers and directors of the Fund who are affiliated persons of the Administrator (except to the extent such persons are employees of the Corporation's investment adviser), and (iii) to furnish all necessary management facilities, including salaries of personnel, required for it to execute its duties faithfully. (b) The Administrator shall perform oversee the following services on a regular basis which would be daily, weekly or as otherwise appropriate or reasonably requested maintenance of all books and records required by the Fund: (A) prepare Investment Company Act of 1940 and coordinate reports the rules and regulations thereunder, as well as all other materials as applicable federal and state laws and regulations. In compliance with the requirements of Rule 31a-3 under the Investment Company Act of 1940, the Administrator hereby agrees that any records which it maintains for the Fund are the property of the Fund and further agrees to surrender promptly to the Fund any of such records upon the Fund's Board of Directors may reasonably request request. The Administrator further agrees to arrange for the preservation of the Fund;records required to be maintained by Rule 31a-1 under the Investment Company Act of 1940 for the periods prescribed by Rule 31a-2 under said Act. (Bc) prepare and/or supervise In the preparation performance of its duties under this Contract, the Administrator will comply with the provisions of the Articles of Incorporation and filing of all securities filings, periodic financial reports, prospectuses, statements of additional information, marketing materials, tax returns, shareholder reports and other regulatory reports or filings required By-laws of the Fund and the Portfolios;stated investment objectives, policies and restrictions of each Portfolio, and will use its best efforts to safeguard and promote the welfare of the Fund, and to comply with other policies which the Board may from time to time determine. (Cd) prepare all required filings necessary to qualify The Administrator shall act as liaison with the Fund's shares with state securities authorities independent public accountants and shall provide account analyses, fiscal year summaries, and other audit related schedules. The Administrator shall take all reasonable action in the performance of its obligations under this Agreement to sell shares in all states where assure that the necessary information is made available to such accountants for the expression of their opinion, as such may be required by the Fund currently does, or intends from time to do business;time. (Da) coordinate The Administrator, at its own expense, shall provide a system whereby information is supplied to shareholders concerning their accounts and the preparationoperation of the Fund. The Administrator shall also provide, at its own expense, a system whereby orders for purchases and redemption of Portfolio shares which are received by the Fund or its distributor, Xxxx Xxxxx Xxxx Xxxxxx, Incorporated, are promptly processed and transmitted to the Fund's transfer agent. The Administrator may delegate some or all of the functions specified in this subparagraph to Xxxx Xxxxx Xxxx Xxxxxx, Incorporated or another appropriate person. The Administrator shall not have the right to use any list of shareholders of the Fund or any other list of investors which it obtains in connection with its provisions of services under this Agreement, nor shall the Administrator sell or knowingly provide such list or lists to any unaffiliated person. (b) Other than as specifically indicated in this Agreement, the Administrator shall not be responsible for the Fund's expenses. Specifically, the Administrator will not be responsible, except to the extent of the reasonable compensation of employees of the Fund whose services may be used by the Administrator hereunder, for any of the following expenses of the Fund, which expenses shall be borne by the Fund: organizational expenses; legal expenses; interest; taxes; governmental fees; fees, voluntary assessments and other expenses incurred in connection with membership in investment company organizations; the cost (including brokerage commissions or charges, if any) of securities purchased or sold by the Fund and any losses incurred in connection therewith; distribution fees, if any; fees of custodians, subcustodians, transfer agents, registrars or other agents for all services to the Fund; expenses relating to the redemption or repurchase of the Fund's shares; expenses of registering and qualifying Fund shares for sale under applicable federal and state law and maintaining such registrations and qualifications; expenses or preparing, setting in print, printing and mailing of all communications required to be sent to shareholders, including the annual and semi-annual reports to shareholdersdistributing prospectuses, proxy statements, notices reports, notices, stock certificates and other reports dividends to Fund shareholders; (E) coordinate ; costs of stationery; costs of stockholders' and other meetings of the preparation Fund; compensation of officers and payment directors who are not affiliated persons of Fund Adviser; fees and Portfolio related expenses; (F) assist in the selection of, investigate, conduct relations with, and monitor and oversee the activities expenses of independent auditors; traveling expenses of directors of the transfer agentFund, custodians, accountants, depositories, attorneys, underwriters, insurers, if any; expenses for fidelity bonds and such other persons in any other capacity deemed by the Company to be necessary or desirable for the Portfolios' operations and as requested by the Company; (G) review and adjust as necessary the Portfolios' daily expense accruals; (H) maintain and keep such books and records of the Fund as required by law and for the proper operation of insurance covering the Fund and its Portfolios other than those maintained officers and kept by the Fund's investment adviser directors; costs of indemnification; and servicing agents;any extraordinary expenses. (Ic) provide the Fund with (i) the services The Administrator shall authorize and permit any of persons competent to perform the administrative its directors, officers and clerical functions described hereinemployees, and (ii) individuals acceptable to the Directors for nomination, appointment who may be elected as directors or election as officers of the Fund, who will be responsible for the management of certain of the Fund's affairs as determined by the Directors; (J) provide the Fund with office space as well as administrative offices, equipment and facilities as are necessary for the performance of the Administrator's duties under this Agreement; (K) monitor each Portfolio's compliance with investment policies and restrictions as set forth to serve in the Portfolio's currently effective prospectus capacities in which they are elected, and statement of additional information; and (L) perform such additional services as may be agreed upon by the Fund shall bear their salary or other compensation and the Administratorexpenses, if any.

Services on a Continuing Basis. (a) Subject always to the control of the Board of Directors of the Fund (the "Board") and to such policies as the Board may determine, the Administrator agrees, at its expense, (1) to furnish the management and administrative services necessary for the operation of the Fund and handling its shareholder relations, including overseeing bookkeeping and accounting services and the calculation and publication of each Portfolio's net asset value, providing office space, equipment and facilities, data processing, internal auditing and clerical services (excluding determination of net asset value); preparing reports to the Fund's shareholders and tax returns; reports to and filing with governmental bodies; and conducting relations on behalf of the Fund with custodians, depositories, transfer agents, registrar and dividend disbursing and reinvestment plan agents, accountants, attorneys, underwriters, insurers and banks, (ii) to pay all salaries, fees and expenses of officers and directors of the Fund who are affiliated persons of the Administrator (except to the extent such persons are employees of the Corporation's investment adviser), and (iii) to furnish all necessary management facilities, including salaries of personnel, required for it to execute its duties faithfully. (b) The Administrator shall perform oversee the following services on a regular basis which would be daily, weekly or as otherwise appropriate or reasonably requested maintenance of all books and records required by the Fund: (A) prepare Investment Company Act of 1940 and coordinate reports the rules and regulations thereunder, as well as all other materials as applicable federal and state laws and regulations. In compliance with the requirements of Rule 31a-3 under the Investment Company Act of 1940, the Administrator hereby agrees that any records which it maintains for the Fund are the property of the Fund and further agrees to surrender promptly to the Fund any of such records upon the Fund's Board of Directors may reasonably request request. The Administrator further agrees to arrange for the preservation of the Fund;records required to be maintained by Rule 31a-1 under the Investment Company Act of 1940 for the periods prescribed by Rule 31a-2 under said Act. (Bc) prepare and/or supervise In the preparation performance of its duties under this Contract, the Administrator will comply with the provisions of the Articles of Incorporation and filing of all securities filings, periodic financial reports, prospectuses, statements of additional information, marketing materials, tax returns, shareholder reports and other regulatory reports or filings required By-laws of the Fund and the Portfolios;stated investment objectives, policies and restrictions of each Portfolio, and will use its best efforts to safeguard and promote the welfare of the Fund, and to comply with other policies which the Board may from time to time determine. (Cd) prepare all required filings necessary to qualify The Administrator shall act as liaison with the Fund's shares with state securities authorities independent public accountants and shall provide account analyses, fiscal year summaries, and other audit related schedules. The Administrator shall take all reasonable action in the performance of its obligations under this Agreement to sell shares in all states where assure that the necessary information is made available to such accountants for the expression of their opinion, as such may be required by the Fund currently does, or intends from time to do business;time. (Da) coordinate The Administrator, at its own expense, shall provide a system whereby information is supplied to shareholders concerning their accounts and the preparationoperation of the Fund. The Administrator shall also provide, at its own expense, a system whereby orders for purchases and redemption of Fund shares which are received by the Fund or its distributor, Xxxx Xxxxx Xxxx Xxxxxx, Incorporated, are promptly processed and transmitted to the Fund's transfer agent. The Administrator may delegate some or all of the functions specified in this subparagraph to Xxxx Xxxxx Xxxx Xxxxxx, Incorporated or another appropriate person. The Administrator shall not have the right to use any list of shareholders of the Fund or any other list of investors which it obtains in connection with its provisions of services under this Agreement, nor shall the Administrator sell or knowingly provide such list or lists to any unaffiliated person. (b) Other than as specifically indicated in this Agreement, the Administrator shall not be responsible for the Fund's expenses. Specifically, the Administrator will not be responsible, except to the extent of the reasonable compensation of employees of the Fund whose services may be used by the Administrator hereunder, for any of the following expenses of the Fund, which expenses shall be borne by the Fund: organizational expenses; legal expenses; interest; taxes; governmental fees; fees, voluntary assessments and other expenses incurred in connection with membership in investment company organizations; the cost (including brokerage commissions or charges, if any) of securities purchased or sold by the Fund and any losses incurred in connection therewith; distribution fees, if any; fees of custodians, subcustodians, transfer agents, registrars or other agents for all services to the Fund; expenses relating to the redemption or repurchase of the Fund's shares; expenses of registering and qualifying Fund shares for sale under applicable federal and state law and maintaining such registrations and qualifications; expenses or preparing, setting in print, printing and mailing of all communications required to be sent to shareholders, including the annual and semi-annual reports to shareholdersdistributing prospectuses, proxy statements, notices reports, notices, stock certificates and other reports dividends to Fund shareholders; (E) coordinate ; costs of stationery; costs of stockholders' and other meetings of the preparation Fund; compensation of officers and payment directors who are not affiliated persons of Fund Adviser; fees and Portfolio related expenses; (F) assist in the selection of, investigate, conduct relations with, and monitor and oversee the activities expenses of the transfer agent, custodians, accountants, depositories, attorneys, underwriters, insurers, and such other persons in any other capacity deemed by the Company to be necessary or desirable for the Portfolios' operations and as requested by the Company; (G) review and adjust as necessary the Portfolios' daily expense accruals; (H) maintain and keep such books and records independent auditors; traveling expenses of the Fund as required by law and for the proper operation of the Fund and its Portfolios other than those maintained and kept by the Fund's investment adviser and servicing agents; (I) provide the Fund with (i) the services of persons competent to perform the administrative and clerical functions described herein, and (ii) individuals acceptable to the Directors for nomination, appointment or election as officers directors of the Fund, who will be responsible if any; expenses for the management of certain of the Fund's affairs as determined by the Directors; (J) provide the Fund with office space as well as administrative offices, equipment and facilities as are necessary for the performance of the Administrator's duties under this Agreement; (K) monitor each Portfolio's compliance with investment policies and restrictions as set forth in the Portfolio's currently effective prospectus and statement of additional information; and (L) perform such additional services as may be agreed upon by the Fund and the Administrator.fidelity

Services on a Continuing Basis. The Administrator shall will perform the following services on a regular basis which would be daily, weekly or as otherwise appropriate or reasonably requested by the Fundappropriate: (A) prepare and coordinate reports and other materials as to be supplied to the Fund's Board of Directors may reasonably request of the FundCorporation; (B) prepare and/or supervise the preparation and filing of all securities filings, periodic financial reports, prospectuses, statements of additional information, marketing materials, tax returns, shareholder reports and other regulatory reports or filings required of the Fund Corporation and the Portfolios;portfolios. (C) prepare all required filings necessary to qualify maintain the FundCorporation's shares with state securities authorities and portfolios' qualification and/or registration to sell shares in all states where the Fund Corporation and portfolios currently doesdo, or intends intend to do business; (D) coordinate the preparation, printing and mailing of all communications materials (e.g., Annual Reports) required to be sent to shareholders, including the annual and semi-annual reports to shareholders, proxy statements, notices and other reports to Fund shareholders; (E) coordinate the preparation and payment of Fund Corporation and Portfolio portfolio related expenses; (F) assist in the selection of, investigate, conduct relations with, and monitor and oversee the activities of the Corporation's and the portfolios' servicing agents (i.e., transfer agent, custodianscustodian, accountants, depositoriesfund accounting agent, attorneys, underwriters, insurersbrokers and dealers, corporate fiduciaries, banks and such other persons in any such other capacity deemed by the Company to be necessary or desirable for the Portfolios' operations and as requested by the Companydesirable; (G) review and adjust as necessary the Portfoliosportfolios' daily expense accruals; (H) maintain and keep such books and records of the Fund Corporation as required by law and or for the proper operation of the Fund Corporation and its Portfolios portfolios other than those maintained and kept by the FundCorporation's investment adviser Manager and servicing agents; (I) provide the Fund Corporation with (i) the services of persons competent to perform the administrative and clerical functions described herein, and (ii) individuals acceptable personnel to the Directors for nomination, appointment or election serve as officers of the Fund, who will be responsible for the management of certain of the Fund's affairs as determined by the DirectorsCorporation; (J) provide the Fund portfolios with office space as well as administrative offices, equipment offices and such data processing facilities as are necessary for the performance of the Administrator's its duties under this Agreement;. (K) monitor each Portfolioportfolio's compliance with investment policies and restrictions as set forth in the Portfolioportfolio's currently effective prospectus Prospectus and statement Statement of additional information; andAdditional Information under the Securities Act of 1933. (L) perform such additional services as may be agreed upon by the Fund Corporation and the Administrator.

Services on a Continuing Basis. (a) Subject always to the control of the Board of Directors of the Fund (the "Board") and to such policies as the Board may determine, the Administrator agrees, at its expense, (1) to furnish the management and administrative services necessary for the operation of the Fund and handling its shareholder relations, including overseeing bookkeeping and accounting services and the calculation and publication of each Portfolio's net asset value, providing office space, equipment and facilities, data processing, internal auditing and clerical services (excluding determination of net asset value); preparing reports to the Fund's shareholders and tax returns; reports to and filing with governmental bodies; and conducting relations on behalf of the Fund with custodians, depositories, transfer agents, registrar and dividend disbursing and reinvestment plan agents, accountants, attorneys, underwriters, insurers and banks, (ii) to pay all salaries, fees and expenses of officers and directors of the Fund who are affiliated persons of the Administrator (except to the extent such persons are employees of the Corporation's investment adviser), and (iii) to furnish all necessary management facilities, including salaries of personnel, required for it to execute its duties faithfully. (b) The Administrator shall perform oversee the following services on a regular basis which would be daily, weekly or as otherwise appropriate or reasonably requested maintenance of all books and records required by the Fund: (A) prepare Investment Company Act of 1940 and coordinate reports the rules and regulations thereunder, as well as all other materials as applicable federal and state laws and regulations. In compliance with the requirements of Rule 31a-3 under the Investment Company Act of 1940, the Administrator hereby agrees that any records which it maintains for the Fund are the property of the Fund and further agrees to surrender promptly to the Fund any of such records upon the Fund's Board of Directors may reasonably request request. The Administrator further agrees to arrange for the preservation of the Fund;records required to be maintained by Rule 31a-1 under the Investment Company Act of 1940 for the periods prescribed by Rule 31a-2 under said Act. (Bc) prepare and/or supervise In the preparation performance of its duties under this Contract, the Administrator will comply with the provisions of the Articles of Incorporation and filing of all securities filings, periodic financial reports, prospectuses, statements of additional information, marketing materials, tax returns, shareholder reports and other regulatory reports or filings required By-laws of the Fund and the Portfolios;stated investment objectives, policies and restrictions of each Portfolio, and will use its best efforts to safeguard and promote the welfare of the Fund, and to comply with other policies which the Board may from time to time determine. (Cd) prepare all required filings necessary to qualify The Administrator shall act as liaison with the Fund's shares with state securities authorities independent public accountants and shall provide account analyses, fiscal year summaries, and other audit related schedules. The Administrator shall take all reasonable action in the performance of its obligations under this Agreement to sell shares in all states where assure that the necessary information is made available to such accountants for the expression of their opinion, as such may be required by the Fund currently does, or intends from time to do business;time. (Da) coordinate The Administrator, at its own expense, shall provide a system whereby information is supplied to shareholders concerning their accounts and the preparationoperation of the Fund. The Administrator shall also provide, at its own expense, a system whereby orders for purchases and redemption of Fund shares which are received by the Fund or its distributor, Xxxx Xxxxx Xxxx Xxxxxx, Incorporated, are promptly processed and transmitted to the Fund's transfer agent. The Administrator may delegate some or all of the functions specified in this subparagraph to Xxxx Xxxxx Xxxx Xxxxxx, Incorporated or another appropriate person. The Administrator shall not have the right to use any list of shareholders of the Fund or any other list of investors which it obtains in connection with its provisions of services under this Agreement, nor shall the Administrator sell or knowingly provide such list or lists to any unaffiliated person. (b) Other than as specifically indicated in this Agreement, the Administrator shall not be responsible for the Fund's expenses. Specifically, the Administrator will not be responsible, except to the extent of the reasonable compensation of employees of the Fund whose services may be used by the Administrator hereunder, for any of the following expenses of the Fund, which expenses shall be borne by the Fund: organizational expenses; legal expenses; interest; taxes; governmental fees; fees, voluntary assessments and other expenses incurred in connection with membership in investment company organizations; the cost (including brokerage commissions or charges, if any) of securities purchased or sold by the Fund and any losses incurred in connection therewith; distribution fees, if any; fees of custodians, subcustodians, transfer agents, registrars or other agents for all services to the Fund; expenses relating to the redemption or repurchase of the Fund's shares; expenses of registering and qualifying Fund shares for sale under applicable federal and state law and maintaining such registrations and qualifications; expenses or preparing, setting in print, printing and mailing of all communications required to be sent to shareholders, including the annual and semi-annual reports to shareholdersdistributing prospectuses, proxy statements, notices reports, notices, stock certificates and other reports dividends to Fund shareholders; (E) coordinate ; costs of stationery; costs of stockholders' and other meetings of the preparation Fund; compensation of officers and payment directors who are not affiliated persons of Fund Adviser; fees and Portfolio related expenses; (F) assist in the selection of, investigate, conduct relations with, and monitor and oversee the activities expenses of independent auditors; traveling expenses of directors of the transfer agentFund, custodians, accountants, depositories, attorneys, underwriters, insurers, if any; expenses for fidelity bonds and such other persons in any other capacity deemed by the Company to be necessary or desirable for the Portfolios' operations and as requested by the Company; (G) review and adjust as necessary the Portfolios' daily expense accruals; (H) maintain and keep such books and records of the Fund as required by law and for the proper operation of insurance covering the Fund and its Portfolios other than those maintained officers and kept by the Fund's investment adviser directors; costs of indemnification; and servicing agents;any extraordinary expenses. (Ic) provide the Fund with (i) the services The Administrator shall authorize and permit any of persons competent to perform the administrative its directors, officers and clerical functions described hereinemployees, and (ii) individuals acceptable to the Directors for nomination, appointment who may be elected as directors or election as officers of the Fund, who will be responsible for the management of certain of the Fund's affairs as determined by the Directors; (J) provide the Fund with office space as well as administrative offices, equipment and facilities as are necessary for the performance of the Administrator's duties under this Agreement; (K) monitor each Portfolio's compliance with investment policies and restrictions as set forth to serve in the Portfolio's currently effective prospectus capacities in which they are elected, and statement of additional information; and (L) perform such additional services as may be agreed upon by the Fund shall bear their salary or other compensation and the Administratorexpenses, if any.

Services on a Continuing Basis. The Administrator shall will perform the following services on a regular basis which would be daily, weekly or as otherwise appropriate or reasonably requested by the Fundappropriate: (A) prepare and coordinate reports and other materials as to be supplied to the Fund's Board of Directors may reasonably request of the Fund; (B) prepare and/or supervise the preparation and filing of all securities filings, periodic financial reports, prospectuses, statements of additional information, marketing materials, tax returns, shareholder reports and other regulatory reports or filings required of the Fund and the Portfolios;portfolios. (C) prepare all required filings necessary to qualify maintain the Fund's shares with state securities authorities and portfolios' qualification and/or registration to sell shares in all states where the Fund and portfolios currently doesdo, or intends intend to do business; (D) coordinate the preparation, printing and mailing of all communications materials (e.g., Annual Reports) required to be sent to shareholders, including the annual and semi-annual reports to shareholders, proxy statements, notices and other reports to Fund shareholdersunderlying contract holders; (E) coordinate the preparation and payment of Fund and Portfolio portfolio related expenses; (F) assist in the selection of, investigate, conduct relations with, and monitor and oversee the activities of the Fund's and the portfolios' servicing agents (i.e., transfer agent, custodianscustodian, accountants, depositories, attorneysfund accounting agent, underwriters, insurersbrokers and dealers, corporate fiduciaries, and banks) and such other persons in any such other capacity deemed by the Company to be necessary or desirable for the Portfolios' operations and as requested by the Companydesirable; (G) review and adjust as necessary the Portfoliosportfolios' daily expense accruals; (H) maintain and keep such books and records of the Fund as required by law and or for the proper operation of the Fund and its Portfolios portfolios other than those maintained and kept by the Fund's investment adviser Adviser and servicing agents; (I) provide the Fund with (i) the services of persons competent to perform the administrative and clerical functions described herein, and (ii) individuals acceptable personnel to the Directors for nomination, appointment or election serve as officers of the Fund, who will be responsible for the management of certain of the Fund's affairs as determined by the Directors; (J) provide the Fund portfolios with office space as well as administrative offices, equipment offices and such data processing facilities as are necessary for the performance of the Administrator's its duties under this Agreement;. (K) monitor each Portfolioportfolio's compliance with investment policies and restrictions as set forth in the Portfolioportfolio's currently effective prospectus Prospectus and statement Statement of additional information; andAdditional Information under the Securities Act of 1933. (L) perform such additional services as may be agreed upon by the Fund and the Administrator.

Services on a Continuing Basis. The Administrator shall will perform the following services on a regular basis which would be daily, weekly or as otherwise appropriate or reasonably requested by the Fundappropriate: (A) prepare and coordinate reports and other materials as to be supplied to the Fund's Board of Directors may reasonably request Trustees of the FundTrust; (B) prepare and/or supervise the preparation and filing of all securities filings, periodic financial reports, prospectuses, statements of additional information, marketing materials, tax returns, shareholder reports and other regulatory reports or filings required of the Fund Trust and the Portfolios;portfolios. (C) prepare all required filings necessary to qualify maintain the FundTrust's shares with state securities authorities and portfolios' qualification and/or registration to sell shares in all states where the Fund Trust and portfolios currently doesdo, or intends intend to do business; (D) coordinate the preparation, printing and mailing of all communications materials (e.g., Annual Reports) required to be sent to shareholders, including the annual and semi-annual reports to shareholders, proxy statements, notices and other reports to Fund shareholders; (E) coordinate the preparation and payment of Fund Trust and Portfolio portfolio related expenses; (F) assist in the selection of, investigate, conduct relations with, and monitor and oversee the activities of the Trust's and the portfolios' servicing agents (i.e., transfer agent, custodianscustodian, accountants, depositoriesfund accounting agent, attorneys, underwriters, insurersbrokers and dealers, corporate fiduciaries, banks and such other persons in any such other capacity deemed by the Company to be necessary or desirable for the Portfolios' operations and as requested by the Companydesirable; (G) review and adjust as necessary the Portfoliosportfolios' daily expense accruals; (H) maintain and keep such books and records of the Fund Trust as required by law and or for the proper operation of the Fund Trust and its Portfolios portfolios other than those maintained and kept by the FundTrust's investment adviser Advisor and servicing agents; (I) provide the Fund Trust with (i) the services of persons competent to perform the administrative and clerical functions described herein, and (ii) individuals acceptable personnel to the Directors for nomination, appointment or election serve as officers of the Fund, who will be responsible for the management of certain of the Fund's affairs as determined by the DirectorsTrust; (J) provide the Fund portfolios with office space as well as administrative offices, equipment asadministrative offices and such data processing facilities as are necessary for the performance of the Administrator's its duties under this Agreement;. (K) monitor each Portfolioportfolio's compliance with investment policies and restrictions as set forth in the Portfolioportfolio's currently effective prospectus Prospectus and statement Statement of additional information; andAdditional Information under the Securities Act of 1933. (L) perform such additional services as may be agreed upon by the Fund Trust and the Administrator.