TRUST TRANSACTIONS. The Manager agrees that neither it nor any of its officers or directors will take any long or short position in the shares of the Trust; provided, however, that such prohibition:
TRUST TRANSACTIONS. The Advisor agrees that neither it nor any of its officers, directors, employees or agents will take any long- or short-term position in the shares of the Trust; provided, however, that such prohibition shall not prevent the purchase of shares of the Trust by any of the persons above described for their account and for investment at the price (net asset value) at which such shares are available to the public at the time of purchase or as part of the initial capital of the Trust.
TRUST TRANSACTIONS. In connection with the management of the investment and reinvestment of the assets of the Trust, the Manager, acting by its own officers, directors or employees or by a duly authorized subcontractor, is authorized to select the brokers or dealers that will execute purchase and sale transactions for the Trust and is directed to use its best efforts to seek on behalf of a Fund the best overall terms available. In assessing the best overall terms available for any transaction, the Manager shall consider all factors it deems relevant, including the breadth of the market in and the price of the security, the financial condition and execution capability of the broker or dealer, and the reasonableness of the commission, if any, with respect to the specific transaction and on a continuing basis. Subject to this primary requirement, and maintaining as its first consideration the benefits to the Trust and its shareholders, the Manager shall have the right, subject to the control of the Board of Trustees, to follow a policy of selecting brokers and dealers who furnish statistical, research and other services to the Trust or to the Manager.
TRUST TRANSACTIONS. The Investment Manager is authorized to select the brokers or dealers that will execute the purchases and sales of a Fund’s investments and is directed to use its best efforts to obtain the best net results as described from time to time in the Fund’s PPM and Statement of Additional Information. The Investment Manager will promptly communicate to the Administrator and to the officers and the Trustees of the Trust such information relating to the Trust’s investment transactions as they may reasonably request. It is understood that the Investment Manager will not be deemed to have acted unlawfully, or to have breached a fiduciary duty to the Trust or be in breach of any obligation owing to the Trust under this Agreement, or otherwise, by reason of its having directed a securities transaction on behalf of a Fund to a broker-dealer in compliance with the provisions of Section 28(e) of the Securities Exchange Act of 1934 or as described from time to time by the Fund’s PPM and Statement of Additional Information.
TRUST TRANSACTIONS. The sale by National of the Stock to the Borrower, the purchase by the Borrower of the Stock, and the distribution, if any, of the Stock pursuant to the Plan, do not require registration under either the Securities Act of 1933 or the Investment Company Act of 1940 or any applicable state securities laws or regulations.
TRUST TRANSACTIONS. The Advisor is authorized to select the brokers or dealers that will execute the purchases and sales of portfolio securities for the Trust. With respect to brokerage selection, the Advisor shall seek to obtain the best overall execution for the Trust transactions, which is a combination of price, quality of execution, and other factors. The Adviser may, in its discretion, purchase and sell portfolio securities from and to brokers and dealers who provide the Advisor with brokerage, research, analysis, advice, and similar services, and the Advisor may pay to these brokers and dealers, in return for such services, a higher commission or spread than may be charged by other brokers and dealers, provided that the Advisor determines in good faith that such commission is reasonable in terms either of that particular transaction or of the overall responsibility of the Advisor to each Fund and its other clients and that the total commission paid by the Trust will be reasonable in relation to the benefits to the Trust and its other clients over the long-term. The Advisor will promptly communicate to the officers and the trustees of the Trust such information relating to portfolio transactions as they may reasonably request.
TRUST TRANSACTIONS. The Sub-Adviser is authorized to select the brokers or dealers that will execute the purchases and sales of a Fund’s investments and is directed to use its best efforts to obtain the best net results as described from time to time in the Fund’s PPM and Statement of Additional Information. The Sub-Adviser will promptly communicate to the Adviser, Administrator and to the officers and the Trustees such information relating to the Trust’s investment transactions as they may reasonably request. Additionally, the Adviser reserves the right to direct the Sub-Adviser, upon written notice not to execute transactions through any particular broker(s) or dealer(s), and the Sub-Adviser agrees to comply with such request within ten (10) business days of receiving such notice.
TRUST TRANSACTIONS. The Investment Manager is authorized to select the brokers or dealers that will execute the purchases and sales of a Fund’s investments and is directed to use its best efforts to obtain the best net results as described from time to time in the Fund’s Prospectus and Statement of Additional Information. The Investment Manager will promptly communicate to the Administrator and to the officers and the Trustees of the Trust such information relating to the Trust’s investment transactions as they may reasonably request. It is understood that the Investment Manager will not be deemed to have acted unlawfully, or to have breached a fiduciary duty to the Trust or be in breach of any obligation owing to the Trust under this Agreement, or otherwise, by reason of its having directed a securities transaction on behalf of a Fund to a broker-dealer in compliance with the provisions of Section 28(e) of the Securities Exchange Act of 1934 or as described from time to time by the Fund’s Prospectus and Statement of Additional Information.
TRUST TRANSACTIONS. Principal Health Care, Inc. ("PHCI") shall have transferred at least 4,500,000 shares of Common Stock (the "Trust Shares") to the Independent Divestment Trust, a Delaware business trust (the "Trust"), in accordance with the terms of that certain Divestment and Common Stock Sale Agreement, dated on or about the date hereof, between PHCI and the Trust (the "Divestment Agreement"), and the Seller and the Trust shall have entered into a stock purchase agreement with respect to the sale of the Trust Shares to the Purchaser, which Stock Purchase Agreement shall be in substantially the form attached hereto as Exhibit A (the "Trust Stock Purchase Agreement").
TRUST TRANSACTIONS. The Trust Shares shall have been duly transferred to the Trust and the Trust shall have executed and delivered to the Seller a counterpart to the Trust Stock Purchase Agreement.
