Common use of Status of Portfolio Manager Clause in Contracts

Status of Portfolio Manager. The Trust and Portfolio Manager acknowledge and agree that the relationship between Portfolio Manager and the Trust is that of an independent contractor and under no circumstances shall any employee of Portfolio Manager be deemed an employee of the Trust or any other organization that the Trust may, from time to time, engage to provide services to the Trust, its portfolios or its shareholders. The parties also acknowledge and agree that nothing in this Agreement shall be construed to restrict the right of Portfolio Manager or its affiliates to perform investment management or other services to any person or entity, including without limitation, other investment companies and persons who may retain Portfolio Manager to provide investment management services (including those with a substantially similar strategy to that of the Portfolio and that have positions that may overlap with the securities in the Portfolio, including, without limitation, in respect of its management of Outside Assets) and the performance of such services shall not be deemed to violate or give rise to any duty or obligations to the Trust. The parties further acknowledge that the Portfolio Manager or its affiliates may have and continue to have investments in their own names (including acquiring and/or disposing of securities held by the Portfolio), may serve as an officer, director, stockholder or partner of one or more investment funds or other entities, and that it may not always be possible or in the best interests of the various persons or funds to whom the Portfolio Managers or its affiliates to give investment advice to take or liquidate the same investment positions at the same time. As a result of the foregoing, the Trust acknowledges that it understands the risks and conflicts of interest disclosures described above and authorizes the Portfolio Manager to provide the investment management services described in this Agreement notwithstanding any of these actual or potential conflicts of interest. Neither the Portfolio Manager nor its affiliates shall at any time act as custodian or have physical custody of any Trust assets and nothing herein shall be construed as authorizing the Portfolio Manager to obtain custody under the Investment Advisers Act or otherwise or possession of any funds or financial instruments or other property in which the Trust has a beneficial interest whatsoever.