Common use of Term; Termination; Amendment Clause in Contracts

Term; Termination; Amendment. As to each Fund, this Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period as specified for with respect to each Fund on the date on which it is approved by a vote of a majority of the outstanding voting securities of each Fund in Schedule A heretoaccordance with the requirements of the 1940 Act, and shall remain in full force until August 1, 2008 unless sooner terminated as hereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, the Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a each Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such each Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, the Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a each Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed. This Agreement may be amended, modified or supplemented only by a written instrument duly executed by an authorized representative of each of the parties.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund as of the date hereof and shall run for an initial period remain in full force until August 1, 2021 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, the Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a each Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such each Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date that it is approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2008 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated at any time without the payment of any penalty by the Sub-Adviser on no less than sixty (60) days’ written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants representations of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 6 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the date on which it is approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2011 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2015 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without cause without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Investment Management Agreement between the Fund and the Adviser becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2015 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Adviser on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated at any time without the payment of any penalty by the Sub-Adviser on no less than sixty (60) days’ written notice to the Fund. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants representations of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” securities shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Company on the Sub-Advisory Agreement becomes effective, or on such other date as the Adviser and the Sub-Adviser shall mutually agree, provided that it has been approved in the manner required by the 1940 Act, and shall run for an initial period remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each Fund at the Company least annually in the manner required by the 1940 Act and the rules and regulations thereunderthereunder as if the Company were required to be registered under the 1940 Act; provided, however, that if the continuation of this Agreement is not approved for each Fundthe Company, the Sub-Adviser may continue to serve in such capacity for each Fund the Company in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunderthereunder as if the Company were required to be registered under the 1940 Act. This Agreement shall automatically terminate in the event of its assignment and may be terminated by the Adviser or the Sub-Adviser at any time without the payment of any penalty by either party on sixty (60) the Adviser or the Sub-Adviser upon 60 days’ written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund Company by action of the TrustCompany’s Board of Trustees Directors or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) the Company upon 60 days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time Company without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth hereinpenalty. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 6 earned prior to such termination. This Agreement shall automatically terminate in termination and for any additional period during which the event Sub-Adviser serves as such for the Management Agreement between Manager and the Trust is terminatedCompany, assigned or not renewedsubject to applicable law.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period until August 1, 2022 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed. This Agreement may be amended, modified or supplemented only by a written instrument duly executed by an authorized representative of each of the parties.

Term; Termination; Amendment. As to each Fund, this Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviserthe other party. This Agreement may also be terminated by the Trust with respect to each a Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a each Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such each Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period remain in full force until August 1, 2015, unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Adviser on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated at any time without the payment of any penalty by the Sub-Adviser on no less than sixty (60) days’ written notice to the Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager the Adviser or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants representations of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 6 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager the Adviser and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2008 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the date on which it is approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2009 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or Manager, the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the date on which it is approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2010 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or Manager, the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust Company with respect to each a Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to Sub-Adviser by the TrustCompany. This Agreement may be terminated with respect to a each Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such each Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust Company is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective as of the date hereof, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2021 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Adviser on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated at any time without the payment of any penalty by the Sub-Adviser on no less than sixty (60) days’ written notice to the Fund. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants representations of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” securities shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a each Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such each Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period with respect to each Fundperiod, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that that, if the continuation of this Agreement is not approved for each Fundapproved, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviserthe other. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund as of the date hereof and shall run for an initial period remain in full force until August 1, 2013 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for with respect to the Fund on the date first written above. This Agreement is an initial period as specified for each Fund in Schedule A hereto“interim agreement” within the meaning of Rule 15a-4 under the 1940 Act. This Agreement shall continue in force terminate no later than the earliest of: (i) 150 days from year to year after the initial period with respect to each date hereof; (ii) the execution of the New Sub-Advisory Agreement that has been approved by a vote of a majority of the holders of the outstanding voting securities of the Fund, but only as long as such continuance is specifically approved for each Fund at least annually in ; and (iii) the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation effective date of a termination of this Agreement is not approved for each Fund, Interim Sub-Adviser may continue to serve in such capacity for each Fund in the manner and Advisory Agreement pursuant to the extent permitted by the 1940 Act and the rules and regulations thereundertwo paragraphs immediately below. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Adviser on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated at any time without the payment of any penalty by the Sub-Adviser on no less than sixty (60) days’ written notice to the Fund. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty no less than ten (6010) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants representations of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” securities shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective on the same date as the Management Agreement between the Trust and the Manager becomes effective with respect to the Fund (it being understood that the Manager shall notify the Sub-Adviser on the date of effectiveness of the Management Agreement as soon as reasonably practical after effectiveness) provided that it has been approved in the manner required by the 1940 Act, and shall run for an initial period remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Manager or the Sub-Adviser upon sixty (60) days’ ' written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on upon sixty (60) days’ ' written notice to the Sub-Adviser by the TrustTrust without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the material covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2008 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without cause without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust Company with respect to each a Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to Sub-Adviser by the TrustCompany. This Agreement may be terminated with respect to a each Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such each Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.such

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective (it being understood that the Manager shall notify the Sub-Adviser of the date of effectiveness of the Management Agreement as soon as reasonable practical after effectiveness), provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Manager or Sub-Adviser upon sixty (60) days’ ' written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on upon sixty (60) days’ ' written notice to the Sub-Adviser by the TrustFund without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the material covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the date on which it is approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2008 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such each Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the date on which it is approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2011 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, the Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective as of the date hereof and shall run for an initial period remain in full force until August 1, 2013 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to Sub-Adviser. This Agreement may be terminated by Sub-Adviser without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on no less than sixty (60) days’ written notice to Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which that results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period remain in full force until August 1, 2015, unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Adviser on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated at any time without the payment of any penalty by the Sub-Adviser on no less than sixty (60) days’ written notice to the Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees Directors or by a vote of a majority of the outstanding voting securities of such the Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager the Adviser or the Trust’s Board of Trustees Directors or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants representations of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 6 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager the Adviser and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed. This Agreement may be amended, modified or supplemented only by a written instrument duly executed by an authorized representative of each of the parties.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Manager or Sub-Adviser upon sixty (60) days’ ' written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on upon sixty (60) days’ ' written notice to the Sub-Adviser by the TrustFund without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act Manager and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser have entered into an agreement that provides for payment by the Manager to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate Sub-Adviser in the event the Management Agreement between Manager and Sub-Adviser is terminated by the Trust is terminated, assigned or not renewedFund under circumstances described therein. The Fund acknowledges that the terms of such agreement have been fully disclosed to the Board of Trustees.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fund, but only as long as such continuance is specifically approved for each such Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each a Fund, Sub-Adviser may continue to serve in such capacity for each such Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each a Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective on the same date as the Management Agreement between the Trust and the Manager becomes effective with respect to the Fund (it being understood that the Manager shall notify the Sub‑Adviser on the date of effectiveness of the Management Agreement as soon as reasonably practical after effectiveness) provided that it has been approved in the manner required by the 1940 Act, and shall run for an initial period remain in full force until the two year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, Sub-Adviser the Sub‑Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Manager or the Sub‑Adviser upon sixty (60) days’ written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on upon sixty (60) days’ written notice to Sub-Adviser the Sub‑Adviser by the TrustTrust without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser the Sub‑Adviser or any officer or director of Sub-Adviser the Sub‑Adviser has taken any action which that results in a breach of the material covenants of Sub-Adviser the Sub‑Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser the Sub‑Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to such termination. This Agreement shall automatically terminate in termination and for any additional period during which the event Sub‑Adviser serves as such for the Management Agreement between Manager and the Trust is terminatedFund, assigned or not renewedsubject to applicable law.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period with respect to each Fundperiod, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that that, if the continuation of this Agreement is not approved for each Fundapproved, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviserthe other. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Investment Management Agreement between the Fund and the Adviser (the “Management Agreement”) becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2011 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and assignment. This Agreement may be terminated at any time by the Sub-Adviser without the payment of any penalty by either party on no less than sixty (60) days’ prior written notice to Sub-Adviserthe Fund. This Agreement may also be terminated by the Trust with respect to each the Fund without payment of any penalty by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on no less than sixty (60) days’ prior written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this Agreement shall become effective and shall run for an initial period as specified for each such Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fund, but only as long as such continuance is specifically approved for each such Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each a Fund, Sub-Adviser may continue to serve in such capacity for each such Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each a Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Trust and Adviser becomes effective (it being understood that the Adviser shall notify the Sub-Adviser of the date of effectiveness of the Management Agreement as soon as reasonably practical after effectiveness), provided that it has been approved in the manner required by the 1940 Act, and shall run for an initial period remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Adviser or the Sub-Adviser upon sixty (60) days’ written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on upon sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth hereinpenalty. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to such termination. This Agreement shall automatically terminate in termination and for any additional period during which the event Sub-Adviser serves as such for the Management Agreement between Manager and the Trust is terminatedFund, assigned or not renewedsubject to applicable law.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Funds on the date on December 30, 2008, and shall run for an initial period remain in full force until August 1, 2010, unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or Manager, the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2008 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ days written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ days written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-the Sub- Adviser or any officer or director of Sub-the Sub Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” assignment and “vote of a majority of the outstanding voting securities” securities shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-the Sub- Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2018 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on no less than sixty (60) days’ written notice to Sub-Adviserthe other. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time time, without the payment of any penalty penalty, by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Funds on the date on which it is approved by a vote of a majority of the outstanding voting securities of the Funds in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2009 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthe Funds, but only as long as such continuance is specifically approved for each Fund the Funds at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fundthe Funds, Sub-Adviser may continue to serve in such capacity for each Fund the Funds in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund the Funds by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund the Funds on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund the Funds at any time without the payment of any penalty by Manager or Manager, the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund the Funds in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Portfolio on the date first written above, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Portfolio in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until March 31, 2006 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fundthe Portfolio, but only as long as such continuance is specifically approved for each Fund the Portfolio at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fundthe Portfolio, the Sub-Adviser may continue to serve in such capacity for each Fund such Portfolio in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust Fund with respect to each Fund a Portfolio by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund Portfolio on sixty (60) days’ written notice to Sub-the Sub- Adviser by the TrustFund. This Agreement may be terminated with respect to a Fund Portfolio at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund Portfolio in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Investment Management Agreement between the Fund and the Adviser (the “Management Agreement”) becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2011 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Adviser on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without cause without payment of any penalty on no less than sixty (60) days’ prior written notice to the Adviser. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Adviser, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager the Adviser and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A heretoof one year from the date of its execution. This Agreement shall continue in force from year to year after the initial period with respect to each Fundperiod, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that that, if the continuation of this Agreement is not approved for each Fundapproved, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund as of the date hereof and shall run for an initial period remain in full force until August 1, 2014 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviserthe other. This Agreement may also be terminated by the Trust with respect to each a Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a each Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed. This Agreement may be amended, modified or supplemented only by a written instrument duly executed by an authorized representative of each of the parties.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective on the same date as the Management Agreement between the Trust and the Manager becomes effective with respect to the Fund (it being understood that the Manager shall notify the Sub-Adviser of the date of effectiveness of the Management Agreement as soon as reasonably practical after effectiveness), provided that it has been approved in the manner required by the 1940 Act, and shall run for an initial period remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Manager or the Sub-Adviser upon sixty (60) days’ ' written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on upon sixty (60) days’ ' written notice to the Sub-Adviser by the TrustFund without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the material covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund as of the date hereof and shall run for an initial period remain in full force until August 1, 2015 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective (it being understood that the Manager shall notify the Sub-Adviser of the date of effectiveness of the Management Agreement as soon as reasonably practical after effectiveness), provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Manager or Sub-Adviser upon sixty (60) days’ ' written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on upon sixty (60) days’ ' written notice to the Sub-Adviser by the TrustFund without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the material covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date that it is approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2018 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated at any time without the payment of any penalty by the Sub-Adviser on no less than sixty (60) days’ written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants representations of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 6 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period remain in full force until August 1, 2021 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without cause without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective on the date first written above, and shall run remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as hereinafter provided, provided that it has been approved: (i) by a vote of a majority of those Trustees of the Trust who are not “interested persons” (as defined in the 1000 Xxx) of any party to this Agreement (“Independent Trustees”), cast in person at a meeting called for an initial period as specified for each Fund in Schedule A heretothe purpose of voting on such approval, and (ii) by vote of a majority of the Fund’s outstanding voting securities. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and Board of Trustees provided that in such event such continuance shall also be approved by the rules and regulations thereundervote of a majority of the Independent Trustees cast in person at a meeting called for the purpose of voting on such approval; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated by the Adviser or the Sub-Adviser at any time without the payment of any penalty by either party on sixty (60) the Adviser or the Sub-Adviser upon 60 days’ written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees Trustees, including a majority of the Independent Trustees, or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) upon 60 days’ written notice to the Sub-Adviser by the TrustFund without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time will automatically terminate, without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund penalty, (i) in the event of its assignment (as defined in the 1940 Act), or (ii) in the event the Management Agreement between the Adviser and the Trust is assigned (as defined in the 1000 Xxx) or terminates for any other reason. This Agreement will also terminate upon written notice to the other party that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results the other party is in a material breach of this Agreement, unless the covenants party in material breach of Sub-Adviser set forth hereinthis Agreement cures such breach to the reasonable satisfaction of the party alleging the breach within thirty (30) days after written notice. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to such termination. This Agreement shall automatically terminate in termination and for any additional period during which the event Sub-Adviser serves as such for the Management Agreement between Manager and the Trust is terminatedFund, assigned or not renewedsubject to applicable law.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date that it is approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2015 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated at any time without the payment of any penalty by the Sub-Adviser on no less than sixty (60) days’ written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants representations of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 6 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2003 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on sixty (60) days’ ' written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser as of July 31 of any year after 2003 without payment of any penalty upon sixty (60) days' prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ ' written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “"assignment” " and “"vote of a majority of the outstanding voting securities” " shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective (it being understood that the Manager shall notify the Sub- Adviser of the date of effectiveness of the Management Agreement as soon as reasonably practical after effectiveness), provided that it has been approved in the manner required by the 1940 Act, and shall run for an initial period remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Manager or the Sub-Adviser upon sixty (60) days’ ' written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees of the Fund or by a vote of a majority of the outstanding voting securities of such Fund on upon sixty (60) days’ ' written notice to the Sub-Adviser by the TrustFund without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees of the Fund or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of Sub-the Sub- Adviser has taken any action which that results in a breach of the material covenants of the Sub-Adviser set forth herein. The terms “"assignment” " and “"vote of a majority of the outstanding voting securities” " shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-the Sub- Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to such terminationtermination and for any additional period during which the Sub-Adviser serves as such for the Fund, subject to applicable law. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed10.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund as of the date hereof and shall run for an initial period remain in full force until August 1, 2015 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub- Adviser without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the date on which it is approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2009 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, the Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A heretountil August 1, 2022. This Agreement shall continue in force from year to year after the initial period with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed. This Agreement may be amended, modified or supplemented only by a written instrument duly executed by an authorized representative of each of the parties.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective (it being understood that the Manager shall notify the Sub-Adviser of the date of effectiveness of the Management Agreement as soon as reasonably practical after effectiveness), provided that it has been approved in the manner required by the 1940 Act, and shall run for an initial period remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Manager or the Sub-Adviser upon sixty (60) days’ ' written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees of the Fund or by a vote of a majority of the outstanding voting securities of such Fund on upon sixty (60) days’ ' written notice to the Sub-Adviser by the TrustFund without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees of the Fund or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-the Sub- Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the material covenants of the Sub-Adviser set forth herein. The terms “"assignment” " and “"vote of a majority of the outstanding voting securities” " shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to such terminationtermination and for any additional period during which the Sub- Adviser serves as such for the Fund, subject to applicable law. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed10.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective May 12, 2014 and shall run for an initial period as specified for each Fund in Schedule A heretoending August 1, 2015. This Agreement shall continue in force from year to year after the initial period with respect to each Fundperiod, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that that, if the continuation of this Agreement is not approved for each Fundapproved, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviserthe other. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement management agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period with respect to each Fundperiod, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that that, if the continuation of this Agreement is not approved for each Fund, the Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a each Fund at any time without the payment of any penalty by the Manager or or, the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such each Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2012 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, Sub-the Sub- Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without cause without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the date first above written, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force unless terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force for two years and from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, Sub-Adviser Advisor may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party Advisor on no less than sixty (60) days’ written notice to Sub-AdviserAdvisor. This Agreement may be terminated at any time without the payment of any penalty by Sub-Advisor on no less than sixty (60) days’ written notice to Advisor. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on no less than sixty (60) days’ written notice to Sub-Adviser Advisor by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or Advisor, the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser Advisor or any officer or director of Sub-Adviser Advisor has taken any action which that results in a breach of the covenants representations of Sub-Adviser Advisor set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser Advisor to receive payments on any unpaid balance of the compensation described in Section 4 6 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Advisory Agreement between Manager Advisor and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective on April 1, 2014, and shall run for an initial period remain in full force until August 1, 2015 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement management agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2008 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ days written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ days written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of Sub-the Sub Adviser set forth herein. The terms “assignment” assignment and “vote of a majority of the outstanding voting securities” securities shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A heretoending July 31, 2013. This Agreement shall continue in force from year to year after the initial period with respect to each Fundperiod, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that that, if the continuation of this Agreement is not approved for each Fundapproved, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviserthe other. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run with respect a Fund on the effective date for an initial period as that Fund specified for each Fund in Schedule A hereto, and shall remain in full force until August 1, 2009 unless sooner terminated as hereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthe Funds, but only as long as such continuance is specifically approved for each Fund the Funds at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fundthe Funds, Sub-Adviser may continue to serve in such capacity for each Fund the Funds in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund the Funds by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund the Funds on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund the Funds at any time without the payment of any penalty by Manager or Manager, the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund the Funds in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each the Fund, this Agreement shall become effective on December 12, 2018 and shall run for an initial period as specified for each Fund in Schedule A heretountil August 1, 2020. This Agreement shall continue in force from year to year after the initial period with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviserthe other. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Initial Portfolios on the same date as the Management Agreement between the Fund and the Manager becomes effective; provided that it has been approved by a vote of a majority of the outstanding voting securities of each Portfolio in accordance with the requirements of the 1940 Act and shall run remain in full force for an initial a period ending two (2) years from such date unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each FundPortfolio, but only as long as such continuance is specifically approved for each Fund Portfolio at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Funda Portfolio, the Sub-Adviser may continue to serve in such capacity for each Fund such Portfolio in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on sixty (60) days’ ' written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust Fund with respect to each Fund any Portfolio by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund Portfolio on sixty (60) days’ ' written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a Fund any Portfolio at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund Portfolio in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Funds on the same date as the Management Agreement between the Trust and the Manager becomes effective with respect to the Funds, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Funds in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2009 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fundthe Funds, but only as long as such continuance is specifically approved for each Fund the Funds at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fundthe Funds, the Sub-Adviser may continue to serve in such capacity for each Fund the Funds in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each a Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminatedterminated with respect to the Funds, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective on the same date as the Management Agreement between the Trust and the Manager becomes effective with respect to the Fund (it being understood that the Manager shall notify the Sub-Adviser on the date of effectiveness of the Management Agreement as soon as reasonably practical after effectiveness) provided that it has been approved in the manner required by the 1940 Act, and shall run remain in full force until the earlier of (i) the two-year anniversary of the date of its effectiveness or (ii) the termination date for an initial period any fund sub-advised by the Sub-Adviser for the Trust during the second year following its effectiveness, unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Manager or the Sub-Adviser upon sixty (60) days’ written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on upon sixty (60) days’ written notice to the Sub-Adviser by the TrustTrust without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the material covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to such termination. This Agreement shall automatically terminate in termination and for any additional period during which the event Sub-Adviser serves as such for the Management Agreement between Manager and the Trust is terminatedFund, assigned or not renewedsubject to applicable law.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund as of the date hereof and shall run for an initial period remain in full force until August 1, 2020 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Funds on the date on which it is approved by a vote of a majority of the outstanding voting securities of the Funds in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2009 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, the Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund the Funds at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund the Funds in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective (it being understood that the Manager shall notify the Sub-Adviser of the date of effectiveness of the Management Agreement as soon as reasonably practical after effectiveness), provided that it has been approved in the manner required by the 1940 Act, and shall run for an initial period remain in full force until the one-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Manager or the Sub-Adviser upon sixty (60) days’ ' written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees of the Fund or by a vote of a majority of the outstanding voting securities of such Fund on upon sixty (60) days’ ' written notice to the Sub-Adviser by the TrustFund without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees of the Fund or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-the Sub- Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the material covenants of the Sub-Adviser set forth herein. The terms “"assignment” " and “"vote of a majority of the outstanding voting securities” " shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to such terminationtermination and for any additional period during which the Sub- Adviser serves as such for the Fund, subject to applicable law. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed10.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund Portfolios on January 1, 1998, provided that it has been approved by a vote of a majority of the outstanding voting securities of each Fund Portfolio in accordance with the requirement of the 1940 Act and shall run for an initial period remain in full force until November 30, 1998, unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each FundFund Portfolio, but only as long as such continuance is specifically approved for each Fund Portfolio at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; , provided, however, that if the continuation of this Agreement is not approved for each Funda Fund Portfolio, the Sub-Adviser may continue to serve in such capacity for each such Fund Portfolio in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Adviser or by the Sub-Adviser on sixty (60) days’ ' written notice to Sub-Adviserthe other party. This Agreement may also be terminated by the Trust Fund with respect to each any Fund Portfolio by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund Portfolio on sixty (60) days’ ' written notice to Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a any Fund Portfolio at any time without the payment of any penalty by Manager or the Trust’s Adviser, the Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund Portfolio in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a material breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunderunder this Agreement. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate with respect to a Fund Portfolio in the event the Investment Management Agreement between Manager Adviser and the Trust that Fund Portfolio is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Investment Management Agreement between the Fund and the Adviser becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until , 20 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Adviser on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated at any time without the payment of any penalty by the Sub-Adviser on no less than sixty (60) days’ written notice to the Fund. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants representations of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” securities shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that that, if the continuation of this Agreement is not approved for each Fund, the Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviserthe other. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date that it is approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until September 30, 2007, unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated at any time without the payment of any penalty by the Sub-Adviser on no less than sixty (60) days’ written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants representations of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 6 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthe Fund on August 1, but only 2008 and shall remain in full force for (i) 150 days following July 31, 2008, (ii) until a "vote of a majority of the outstanding voting securities" (as long as such continuance is specifically approved for each Fund at least annually defined in the manner required by 0000 Xxx) of the 1940 Act and Fund has approved a new sub-advisory agreement with the rules and regulations thereunder; Sub-Adviser, or (iii) unless sooner terminated as hereinafter provided, however, that if the continuation of this Agreement is not approved for each Fund, Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunderwhichever occurs first. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Manager or the Sub-Adviser upon sixty (60) days’ ' written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees of the Fund or by a vote of a majority of the outstanding voting securities of such the Fund on upon sixty (60) days’ ' written notice to Sub-the Sub- Adviser by the TrustFund without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees of the Fund or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the material covenants of the Sub-Adviser set forth herein. The terms “"assignment” " and “"vote of a majority of the outstanding voting securities” " shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to such terminationtermination and for any additional period during which the Sub-Adviser serves as such for the Fund, subject to applicable law. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed9.

Term; Termination; Amendment. As to each Fund, this Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ days written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each a Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ days written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a each Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such each Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Sub- Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” assignment and “vote of a majority of the outstanding voting securities” securities shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund as of the date hereof and shall run for an initial period remain in full force until August 1, 2023 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ days written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each a Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ days written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a each Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such each Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” assignment and “vote of a majority of the outstanding voting securities” securities shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective as of the date hereof and shall run for an initial period remain in full force until August 1, 2015 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to Sub-Adviser. This Agreement may be terminated by Sub-Adviser without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on no less than sixty (60) days’ written notice to Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which that results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective (it being understood that the Manager shall notify the Sub-Adviser of the date of effectiveness of the Management Agreement as soon as reasonably practical after effectiveness), provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement or the Management Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Manager or the Sub-Adviser upon sixty (60) days’ ' written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees of the Fund or by a vote of a majority of the outstanding voting securities of such Fund on upon sixty (60) days’ ' written notice to the Sub-Adviser by the TrustFund without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the material covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date that it is approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 20[ ] unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated at any time without the payment of any penalty by the Sub-Adviser on no less than sixty (60) days’ written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants representations of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 6 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund as of the date hereof and shall run for an initial period remain in full force until August 1, 20[__] unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each the Fund, this Agreement shall become effective and shall run for an initial period as specified for each the Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.such

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the existing Portfolios on the date hereof and shall run for an initial period remain in full force until the dates set forth in Appendix B hereto with respect to each Portfolio or unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to the existing Portfolios and each Fundother Portfolio to which the Agreement shall have become applicable, but only as so long as such continuance is specifically approved for each Fund Portfolio at least annually in the manner required by the Investment Company Act of 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Funda Portfolio, Sub-Adviser the Manager may continue to serve in such capacity for each Fund such Portfolio in the manner and to the extent permitted by the Investment Company Act of 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Trust or by the Manager on sixty (60) days’ days written notice to Sub-Adviserthe other party. This Agreement The Trust may also be terminated by the Trust effect termination with respect to each Fund any Portfolio by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund Portfolio. This Agreement may also be terminated with respect to any Portfolio at any time, without the payment of any penalty, by the Board of Trustees or by vote of a majority of the outstanding voting securities of such Portfolio, in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser the Manager or any officer or director principal of Sub-Adviser the Manager has taken any action which results in a breach of the covenants of Sub-Adviser the Manager set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the Investment Company Act of 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser the Manager to receive payments on any unpaid balance of the compensation described in Section 4 3 earned prior to such termination. This As to each Portfolio of the Trust, this Agreement may be amended only by an instrument in writing signed by the party against which enforcement of the amendment is sought. An amendment of this Agreement affecting a Portfolio hereunder shall automatically terminate not be effective until approved by (i) vote of the holders of a majority of the outstanding voting securities of the Portfolio; and (ii) a majority of those Trustees of the Trust who are not parties to this Agreement or “interested persons” (as defined in the event Investment Company Act of 1940) of any party to this Agreement, cast in person at a meeting called for the Management Agreement between Manager and the Trust is terminated, assigned or not renewedpurpose of voting on such approval.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Investment Management Agreement between the Fund and the Adviser becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2012 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Adviser on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated at any time without the payment of any penalty by the Sub-Adviser on no less than sixty (60) days’ written notice to the Fund. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants representations of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” securities shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to the effective date of such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the third business day after the date that the Adviser notifies the Sub-Adviser that the Management Agreement has become effective, or on such other date as the Adviser and the Sub-Adviser shall mutually agree, provided that it has been approved in the manner required by the 1940 Act, and shall run for an initial period remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated by the Adviser or the Sub-Adviser at any time without the payment of any penalty by either party on sixty (60) the Adviser or the Sub-Adviser upon 60 days’ written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) upon 60 days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth hereinpenalty. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 6 earned prior to such termination. This Agreement shall automatically terminate in termination and for any additional period during which the event Sub-Adviser serves as such for the Management Agreement between Manager and the Trust is terminatedFund, assigned or not renewedsubject to applicable law.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Initial Portfolios on the same date as the Management Agreement between the Fund and the Manager becomes effective; provided that it has been approved by a vote of a majority of the outstanding voting securities of each Portfolio in accordance with the requirements of the 1940 Act and shall run remain in full force for an initial a period ending two (2) years from such date unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each FundPortfolio, but only as long as such continuance is specifically approved for each Fund Portfolio at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Funda Portfolio, the Sub-Adviser may continue to serve in such capacity for each Fund such Portfolio in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on sixty (60) days’ ' written notice to Sub-the Sub- Adviser. This Agreement may also be terminated by the Trust Fund with respect to each Fund any Portfolio by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund Portfolio on sixty (60) days’ ' written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a Fund any Portfolio at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund Portfolio in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Adviser becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2011 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Adviser on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without cause without payment of any penalty on no less than sixty (60) days’ prior written notice to the Adviser. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Adviser, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager the Adviser and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a each Fund at any time without the payment of any penalty by Manager or Manager, the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between Manager and the Trust is terminated, assigned or not renewed. This Agreement may be amended, modified or supplemented only by a written instrument duly executed by an authorized representative of each of the parties.

Term; Termination; Amendment. As to each Fund, this Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each a Fund, Sub-Adviser may continue to serve in such capacity for each that Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or Manager, the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between Manager and the Trust is terminated, assigned or not renewed. This Agreement may be amended, modified or supplemented only by a written instrument duly executed by an authorized representative of each of the parties.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective and shall run for on the date first above written. This Agreement is an initial period as specified for each Fund in Schedule A hereto“interim agreement” within the meaning of Rule 15a-4 under the 1940 Act. This Agreement shall continue in force terminate no later than the earliest of: (i) 150 days from year to year after the initial period with respect to each date hereof; (ii) the execution of the New Sub-Advisory Agreement that has been approved by a vote of a majority of the holders of the outstanding voting securities of the Fund, but only as long as such continuance is specifically approved for each Fund at least annually in ; and (iii) the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation effective date of a termination of this Interim Management Agreement is not approved for each Fund, Sub-Adviser may continue to serve in such capacity for each Fund in the manner and pursuant to the extent permitted by the 1940 Act and the rules and regulations thereundertwo paragraphs immediately below. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty ten (6010) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Trust and Adviser becomes effective (it being understood that the Adviser shall notify the Sub-Adviser of the date of effectiveness of the Management Agreement as soon as reasonably practical after effectiveness), provided that it has been approved in the manner required by the 1940 Act, and shall run for an initial period remain in full force until the two-year anniversary of the date of its effectiveness unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period with respect to each Fundthereafter, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on the Adviser or the Sub-Adviser upon sixty (60) days’ written notice to Sub-Adviserthe other parties. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on upon sixty (60) days’ written notice to the Sub-Adviser by the TrustFund without payment of any penalty. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Adviser, the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the material covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to such termination. This Agreement shall automatically terminate in termination and for any additional period during which the event Sub-Adviser serves as such for the Management Agreement between Manager and the Trust is terminatedFund, assigned or not renewedsubject to applicable law.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Fund and the Manager becomes effective, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2015 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, Sub-the Sub- Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on no less than sixty (60) days’ written notice to the Sub-Adviser. This Agreement may be terminated by the Sub-Adviser without cause without payment of any penalty on no less than sixty (60) days’ prior written notice to the Manager. This Agreement may also be terminated by the Trust Fund with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on no less than sixty (60) days’ written notice to the Sub-Adviser by the TrustFund. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which that results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between the Manager and the Trust Fund is terminated, assigned or not renewed.

Term; Termination; Amendment. As to each Fund, this This Agreement shall become effective with respect to the Fund on the same date as the Management Agreement between the Trust and the Manager becomes effective with respect to the Fund, provided that it has been approved by a vote of a majority of the outstanding voting securities of the Fund in accordance with the requirements of the 1940 Act, and shall run for an initial period remain in full force until August 1, 2008 unless sooner terminated as specified for each Fund in Schedule A heretohereinafter provided. This Agreement shall continue in force from year to year after the initial period thereafter with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, the Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party the Manager on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each a Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to a Fund at any time without the payment of any penalty by Manager or the Trust’s Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of such Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 5 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminatedterminated with respect to the Fund, assigned or not renewed.

Term; Termination; Amendment. As to each the Fund, this Agreement shall become effective on , 2017 and shall run for an initial period as specified for each Fund in Schedule A heretountil August 1, 2018. This Agreement shall continue in force from year to year after the initial period with respect to each the Fund, but only as long as such continuance is specifically approved for each the Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each the Fund, Sub-Adviser may continue to serve in such capacity for each the Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to Sub-Adviserthe other. This Agreement may also be terminated by the Trust with respect to each the Fund by action of the Trust’s Board of Trustees or by a vote of a majority of the outstanding voting securities of such the Fund on sixty (60) days’ written notice to Sub-Adviser by the Trust. This Agreement may be terminated with respect to a the Fund at any time without the payment of any penalty by Manager or the Trust’s Board of Trustees or by vote of a majority of the outstanding voting securities of such the Fund in the event that it shall have been established by a court of competent jurisdiction that Sub-Adviser or any officer or director of Sub-Adviser has taken any action which results in a breach of the covenants of Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Management Agreement between Manager and the Trust is terminated, assigned or not renewed.