Common use of Investment Program Clause in Contracts

Investment Program. Subject to the control of the Xxxxxxx Variable Series, Inc. Board of Directors ("Directors") and the Advisor, the Subadvisor at its expense continuously will furnish to the Fund an investment program for such portion, if any, of Fund assets designated by the Advisor from time to time. The Fund capacity shall be at the discretion of the Directors and Subadvisor may not independently limit the Fund capacity nor the Subadvisor's obligations hereunder to provide the investment program for less than the entire balance of Fund assets, unless agreed to by the Directors. With respect to such assets, the Subadvisor will make investment decisions, which are subject to Section 1(g) of this Agreement, and will place all orders for the purchase and sale of portfolio securities. The Subadvisor will for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized, have no authority to act for or represent the Fund or the Advisor in any way or otherwise be deemed an agent of the Fund or the Advisor. In the performance of its duties, the Subadvisor will act in the best interests of the Fund and will comply with (i) applicable laws and regulations, including, but not limited to, the 1940 Act, and Subchapter M of the Internal Revenue Code of 1986, as amended, (ii) the terms of this Agreement, (iii) the Fund's Articles of Incorporation, Bylaws and Registration Statement as from time to time amended, (iv) relevant undertakings provided to State securities regulators, (v) the stated investment objective, policies and restrictions of the Fund, and (vi) such other guidelines as the Board of Directors or Advisor may establish. The Advisor shall be responsible for providing the Subadvisor with current copies of the materials specified in Subsections (a)(iii), (iv), (v) and (vi) of this Section 1.

Investment Program. Subject to the control and supervision of the Xxxxxxx Variable Series, Inc. Board of Directors ("Directors") Trustees of the Fund and the AdvisorManager, the Subadvisor Subadviser shall, at its expense continuously will expense, on a regular basis furnish to the Fund an investment program for such portion, if any, of Fund assets designated that is allocated to it by the Advisor Manager from time to time. The Fund capacity shall be at the discretion of the Directors and Subadvisor may not independently limit the Fund capacity nor the Subadvisor's obligations hereunder to provide the investment program for less than the entire balance of Fund assets, unless agreed to by the Directors. With respect to such assets, the Subadvisor Subadviser will make investment decisions, which are subject to Section 1(g) of this Agreement, decisions and will place all brokerage orders for the purchase and sale of portfolio securities. The Subadvisor will for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized, have no authority to act for or represent the Fund or the Advisor in any way or otherwise be deemed an agent of the Fund or the Advisor. In the performance of its duties, the Subadvisor Subadviser will act in the best interests of the Fund and will comply with (i) applicable laws and regulations, including, but not limited to, the 1940 Act, and Subchapter M of the Internal Revenue Code of 1986, as amended, (ii) the terms of this Agreement, (iii) the Fund's Articles of Incorporation, Bylaws and Registration Statement as from time to time amended, (iv) relevant undertakings provided to State securities regulators, (v) the stated investment objective, policies and restrictions of the Fund, as stated in the then-current Registration Statement of the Fund, and (viiv) such other guidelines as the Board of Directors Trustees or Advisor Manager may establish. The Advisor Manager shall be responsible for providing the Subadvisor Subadviser with the Fund’s Declaration of Trust and all amendments thereto or restatements thereof, the Fund’s By-Laws and amendments thereto, resolutions of the Fund’s Board of Trustees authorizing the appointment of Subadviser and approving this Agreement and current copies of the materials specified in Subsections (a)(iii), (iv), (v) and (viiv) of this Section 1. At such times as may be reasonably requested by the Board or the Manager, the Subadviser will provide them with economic and investment analysis and reports, and make available to the Board any economical, statistical, or investment services normally available to similar investment company clients of the Subadviser.

Investment Program. Subject to the control of the Xxxxxxx Variable Series, Inc. Fund's Board of Directors Trustees ("DirectorsTrustees") and the Advisor, the Subadvisor at its expense continuously will furnish to the Fund an investment program for such portion, if any, of Fund assets designated by the Advisor from time to time. The Fund capacity shall be at the discretion of the Directors and Subadvisor may not independently limit the Fund capacity nor the Subadvisor's obligations hereunder to provide the investment program for less than the entire balance of Fund assets, unless agreed to by the Directors. With respect to such assets, the Subadvisor will make investment decisions, which are subject to apply investment selection social screens, as described more fully at Section 1(g) of this Agreement, to determine that all investments meet the Fund's social criteria, and will place all orders for the purchase and sale of portfolio securities. The Subadvisor will shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized, have no authority to act for or represent the Fund or the Advisor in any way or otherwise be deemed an agent of the Fund or the Advisor. In the performance of its duties, the Subadvisor will act in the best interests of the Fund and will comply with (i) applicable laws and regulations, including, but not limited to, the 1940 Act, and Subchapter M of the Internal Revenue Code of 1986, as amended, (ii) the terms of this Agreement, (iii) the Fund's Articles Declaration of IncorporationTrust, Bylaws and Registration Statement as from time to time amended, (iv) relevant undertakings provided to State securities regulators, (v) the stated investment objective, policies and restrictions of the Fund, and (vi) such other guidelines as the Board of Directors Trustees or Advisor may establish. The Advisor shall be responsible for providing the Subadvisor with current copies of the materials specified in Subsections (a)(iii), (iv), (v) and (vi) of this Section 1.

Investment Program. Subject to the control of the Xxxxxxx Variable Series, Inc. Board of Directors ("Directors") and the Advisor, the Subadvisor at its expense and in accordance with the attached fee schedule continuously will furnish to the Fund an investment program for such portion, if any, of Fund assets designated by the Advisor from time to time. The Fund capacity shall be at the discretion of the Directors and Subadvisor may not independently limit the Fund capacity nor the Subadvisor's obligations hereunder to provide the investment program for less than the entire balance of Fund assets, unless agreed to by the Directors. With respect to such assets, the Subadvisor will make discretionary investment decisions, which are subject to Section 1(g) of this Agreement, and will place all orders for the purchase and sale of portfolio securitiessecurities with brokers or dealers chosen at its discretion. The Subadvisor will for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized, have no authority to act for or represent the Fund or the Advisor in any way or otherwise be deemed an agent of the Fund or the Advisor. For purposes of clarity, Subadvisor is not authorized to commit to or respond on behalf of the Advisor or the Fund to any legal proceedings, including notices of class action litigation. In the performance of its duties, the Subadvisor will act in the best interests of the Fund and will comply with (i) applicable laws and regulations, including, but not limited to, the 1940 Act, and Subchapter M of the Internal Revenue Code of 1986, as amended, (ii) the terms of this Agreement, (iii) the Fund's Articles of Incorporation, Bylaws and Registration Statement as from time to time amended, (iv) relevant undertakings provided to State securities regulators, (v) the stated investment objective, policies and restrictions of the Fund, and (vi) such other guidelines as the Board of Directors or Advisor may establish. The Advisor shall be responsible for providing the Subadvisor with current copies of the materials specified in Subsections (a)(iii), (iv), (v) and (vi) of this Section 1.

Investment Program. Subject to the control of the Xxxxxxx Cxxxxxx Variable Series, Inc. Board of Directors ("Directors") and the Advisor, the Subadvisor at its expense continuously will furnish to the Fund an investment program for such portion, if any, of Fund assets designated by the Advisor from time to time. The Fund capacity shall be at the discretion of the Directors and Subadvisor may not independently limit the Fund capacity nor the Subadvisor's obligations hereunder to provide the investment program for less than the entire balance of Fund assets, unless agreed to by the Directors. With respect to such assets, the Subadvisor will make investment decisions, which are subject to Section 1(g) of this Agreement, and will place all orders for the purchase and sale of portfolio securities. The Subadvisor will for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized, have no authority to act for or represent the Fund or the Advisor in any way or otherwise be deemed an agent of the Fund or the Advisor. In the performance of its duties, the Subadvisor will act in the best interests of the Fund and will comply with (i) applicable laws and regulations, including, but not limited to, the 1940 Act, and Subchapter M of the Internal Revenue Code of 1986, as amended, (ii) the terms of this Agreement, (iii) the Fund's Articles of Incorporation, Bylaws and Registration Statement as from time to time amended, (iv) relevant undertakings provided to State securities regulators, (v) the stated investment objective, policies and restrictions of the Fund, and (vi) such other guidelines as the Board of Directors or Advisor may establish. The Advisor shall be responsible for providing the Subadvisor with current copies of the materials specified in Subsections (a)(iii), (iv), (v) and (vi) of this Section 1.

Investment Program. Subject to the control of the Xxxxxxx Variable Series, Inc. Board of Directors (the "Directors") and the Advisor, the Subadvisor at its expense continuously will furnish to the Fund Portfolio an investment program for such portion, if any, of Fund Portfolio assets designated by the Advisor from time to time. The Fund capacity shall be at the discretion of the Directors and Subadvisor may not independently limit the Fund capacity nor the Subadvisor's obligations hereunder to provide the investment program for less than the entire balance of Fund assets, unless agreed to by the Directors. With respect to such assets, the Subadvisor will make investment decisions, which are subject to Section 1(g) of this Agreement, and will place all orders for the purchase and sale of portfolio securities. The Subadvisor will for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized, have no authority to act for or represent the Fund Portfolio or the Advisor in any way or otherwise be deemed an agent of the Fund Portfolio or the Advisor. In the performance of its duties, the Subadvisor will act in the best interests of the Fund Portfolio and will comply with (i) applicable laws and regulations, including, but not limited to, the 1940 Act, and Subchapter M of the Internal Revenue Code of 1986, as amended, (ii) the terms of this Agreement, (iii) the Fund's Articles of Incorporation, Bylaws and Registration Statement as from time to time amended, (iv) relevant undertakings provided to State securities regulators, (v) the stated investment objective, policies and restrictions of the FundPortfolio, and (vi) such other guidelines as the Board of Directors or Advisor may establish. The Advisor shall be responsible for providing the Subadvisor with current copies of the materials specified in Subsections (a)(iii), (iv), (v) and (vi) of this Section 1.

Investment Program. Subject to the control and supervision of JMIC and the Board of Trustees of the Xxxxxxx Variable Series, Inc. Board of Directors Trust (the "DirectorsBoard") and the Advisor), the Subadvisor Subadviser, at its expense continuously will furnish own expense, shall provide to the Fund an Portfolio a continuous investment program for such portion, if any, portion of Fund the Portfolio's assets designated that is allocated to it by the Advisor JMIC from time to time. The Fund capacity shall be at the discretion of the Directors and Subadvisor may not independently limit the Fund capacity nor the Subadvisor's obligations hereunder to provide the investment program for less than the entire balance of Fund assets, unless agreed to by the Directors. With respect to such assets, the Subadvisor will make investment decisionsSubadviser shall determine what investments shall be purchased, which are subject to Section 1(gheld, sold or exchanged by the Portfolio and what portion, if any, of the assets of the Portfolio shall be held in cash or cash equivalents, and purchase and sell portfolio securities for the Portfolio. In accordance with Subsection (b) of this AgreementSection 2, and will place the Subadviser shall arrange for the execution of all orders for the purchase and sale of portfolio securities. The Subadvisor securities and other investments for the Portfolio's account and will for all purposes herein be deemed to be an independent contractor exercise full discretion and shall, except as expressly provided or authorized, have no authority to act for the Portfolio in the same manner and with the same force and effect as the Portfolio might or represent could do with respect to such purchases, sales, or other transactions, as well as with respect to all other things necessary or incidental to the Fund furtherance or the Advisor in any way conduct of such purchases, sales, or otherwise be deemed an agent of the Fund or the Advisorother transactions. In the performance of its duties, the Subadvisor Subadviser will act in the best interests of the Fund Portfolio and will comply with (i) applicable laws and regulations, including, but not limited to, the 1940 Act and the Investment Advisers Act of 1940, as amended ("Advisers Act"), and Subchapter M of the Internal Revenue Code of 1986, as amendedrules under each, (ii) the terms of this Agreement, (iii) the Fund's Articles of Incorporation, Bylaws and Registration Statement as from time to time amended, (iv) relevant undertakings provided to State securities regulators, (v) the stated investment objective, policies and restrictions of the FundPortfolio, as stated in the then-current form N-lA Registration Statement of the Portfolio ("Registration Statement"), (iv) the Trust's compliance procedures and other policies, procedures or guidelines as the Board or JMIC reasonably may establish from time to time, (v) the provisions of the Internal Revenue Code of 1986, as amended ("Code"), applicable to "regulated investment companies" (as defined in Section 851 of the Code), as from time to time in effect, and (vi) such other guidelines as the Board reasonable written instructions of Directors or Advisor may establishJMIC. The Advisor JMIC shall be responsible for providing the Subadvisor Subadviser with current copies of the materials specified in Subsections (a)(iii), (iv), (v) and (viiv) of this Section 12(a). JMIC shall provide the Subadviser with prior written notice of any material change to the Registration Statement that would affect the Subadviser's management of the Portfolio.

Investment Program. Subject to the control of the Xxxxxxx Variable Series, Inc. Board of Directors ("Directors") of Cxxxxxx World Values Fund, Inc. and the Advisor, the Subadvisor at its expense continuously will furnish to the Fund an investment program for such portion, if any, of Fund assets designated by the Advisor from time to time. The Fund capacity shall be at the discretion of the Directors and Subadvisor may not independently limit the Fund capacity nor the Subadvisor's obligations hereunder to provide the investment program for less than the entire balance of Fund assets, unless agreed to by the Directors. With respect to such assets, the Subadvisor will make investment decisions, which are subject to Section 1(g) of this Agreement, and will place all orders for the purchase and purchase, sale or exchange of portfolio securitiesinvestments, and take all necessary and incidental actions in the furtherance or conduct of those transactions. The Subadvisor will for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized, have no authority to act for or represent the Fund or the Advisor in any way or otherwise be deemed an agent of the Fund or the Advisor. In the performance of its duties, the Subadvisor will act in the best interests of the Fund and will comply with (i) applicable laws and regulations, including, but not limited to, the 1940 Act, and Subchapter M of the Internal Revenue Code of 1986, as amended, (ii) the terms of this Agreement, (iii) the Fund's Articles of Incorporation, Bylaws and Registration Statement as from time to time amended, (iv) relevant undertakings provided to State securities regulators, (v) the stated investment objective, policies and restrictions of the Fund, and (vi) such other guidelines as the Board of Directors or Advisor may establish. The Advisor shall be responsible for providing the Subadvisor with current copies of the materials specified in Subsections (a)(iii), (iv), (v) and (vi) of this Section 1.

Investment Program. Subject to the control of the The Xxxxxxx Variable Series, Inc. Fund Board of Directors Trustees ("DirectorsTrustees") and the Advisor, the Subadvisor at its expense and in accordance with the attached fee schedule continuously will furnish to the Fund an investment program for such portion, if any, of Fund assets designated by the Advisor from time to time. The Fund capacity shall be at the discretion of the Directors and Subadvisor may not independently limit the Fund capacity nor the Subadvisor's obligations hereunder to provide the investment program for less than the entire balance of Fund assets, unless agreed to by the Directors. With respect to such assets, the Subadvisor will make discretionary investment decisions, which are subject to Section 1(g) of this Agreement, and will place all orders for the purchase and sale of portfolio securitiessecurities with brokers or dealers chosen at its discretion. The Subadvisor will for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized, have no authority to act for or represent the Fund or the Advisor in any way or otherwise be deemed an agent of the Fund or the Advisor. For purposes of clarity, Subadvisor is not authorized to commit to or respond on behalf of the Advisor or the Fund to any legal proceedings, including notices of class action litigation. In the performance of its duties, the Subadvisor will act in the best interests of the Fund and will comply with (i) applicable laws and regulations, including, but not limited to, the 1940 Act, and Subchapter M of the Internal Revenue Code of 1986, as amended, (ii) the terms of this Agreement, (iii) the Fund's Articles of Incorporation, Bylaws and Registration Statement as from time to time amended, (iv) relevant undertakings provided to State securities regulators, (v) the stated investment objective, policies and restrictions of the Fund, and (vi) such other guidelines as the Board of Directors Trustees or Advisor may establish. The Advisor shall be responsible for providing the Subadvisor with current copies of the materials specified in Subsections (a)(iii), (iv), (v) and (vi) of this Section 1.

Investment Program. Subject to the control and supervision of JMIC and the Board of Trustees of the Xxxxxxx Variable Series, Inc. Board of Directors Trust (the "DirectorsBoard") and the Advisor), the Subadvisor Subadviser, at its expense continuously will furnish own expense, shall provide to the Fund an Portfolio a continuous investment program for such portion, if any, portion of Fund the Portfolio's assets designated that is allocated to it by the Advisor JMIC from time to time. The Fund capacity shall be at the discretion of the Directors and Subadvisor may not independently limit the Fund capacity nor the Subadvisor's obligations hereunder to provide the investment program for less than the entire balance of Fund assets, unless agreed to by the Directors. With respect to such assets, the Subadvisor will make investment decisionsSubadviser shall determine what investments shall be purchased, which are subject to Section 1(gheld, sold or exchanged by the Portfolio and what portion, if any, of the assets of the Portfolio shall be held in cash or cash equivalents, and purchase and sell portfolio securities for the Portfolio. In accordance with Subsection (b) of this AgreementSection 2, and will place the Subadviser shall arrange for the execution of all orders for the purchase and sale of portfolio securities. The Subadvisor securities and other investments for the Portfolio's account and will for all purposes herein be deemed to be an independent contractor exercise full discretion and shall, except as expressly provided or authorized, have no authority to act for the Portfolio in the same manner and with the same force and effect as the Portfolio might or represent could do with respect to such purchases, sales, or other transactions, as well as with respect to all other things necessary or incidental to the Fund furtherance or the Advisor in any way conduct of such purchases, sales, or otherwise be deemed an agent of the Fund or the Advisorother transactions. In the performance of its duties, the Subadvisor Subadviser will act in the best interests of the Fund Portfolio and will comply with (i) applicable laws and regulations, including, but not limited to, the 1940 Act and the Investment Advisers Act of 1940, as amended ("Advisers Act"), and Subchapter M of the Internal Revenue Code of 1986, as amendedrules under each, (ii) the terms of this Agreement, (iii) the Fund's Articles of Incorporation, Bylaws and Registration Statement as from time to time amended, (iv) relevant undertakings provided to State securities regulators, (v) the stated investment objective, policies and restrictions of the FundPortfolio, as stated in the then-current Form N-1A Registration Statement of the Portfolio ("Registration Statement"), (iv) the Trust's compliance procedures and other policies, procedures or guidelines as the Board or JMIC reasonably may establish from time to time, (v) the provisions of the Internal Revenue Code of 1986, as amended ("Code"), applicable to "regulated investment companies" (as defined in Section 851 of the Code), as from time to time in effect, and (vi) such other guidelines as the Board reasonable written instructions of Directors or Advisor may establishJMIC. The Advisor JMIC shall be responsible for providing the Subadvisor Subadviser with current copies of the materials specified in Subsections (a)(iii), (iv), (v) and (viiv) of this Section 12(a). JMIC shall provide the Subadviser with prior written notice of any material change to the Registration Statement that would affect the Subadviser's management of the Portfolio.