Common use of Investment Manager Clause in Contracts

Investment Manager. ‌ The Trustee may from time to time, after consultation with the Contributor, appoint one or more Investment Managers: (a) To provide investment advice from time to time to the Discretionary Committee as to the Qualified Investments in which it recommends that the Fund or any portion thereof should be invested from time to time and, upon the Discretionary Committee making any investment decision with respect to all or any part of the Fund, carrying out such activities as may be necessary or appropriate to settle such investment decision made by the Discretionary Committee; or (b) to manage, on a fully discretionary basis, the investment of all or any specified portion of the Fund and, with respect to the Fund or such specified portion, to direct the Trustee with respect to settling investment transactions with respect to the Fund or such specified portion and to exercise such other powers of the Trustee hereunder as may be granted to such Investment Manager and set forth in a written instrument appointing the Investment Manager executed by the Trustee and accepted by such Investment Manager, a copy of which shall be provided to the Contributor. With respect to any appointment made under subsection 5.2(b), such Investment Manager shall be required to have an office and personnel in the Province of Alberta and must ensure that all investment decisions in respect of the Fund are made in the Province of Alberta unless (i) the Trustee has obtained, at its expense, a binding advance ruling under all applicable Tax Legislation (including the Tax Act and the Tax Legislation of the jurisdiction where such Investment Manager proposes to make investment decisions affecting the Fund) to the effect that the manner and location in which the Investment Manager proposes to make such investment decisions will not subject the Trust, the Contributor or the Beneficiary to any Tax Obligations to which they would not have been subject if the Investment Manager had an office and personnel in the Province of Alberta and ensured that all investment decisions in respect of the Fund were made in the Province of Alberta (such advance ruling to be acceptable to the Contributor and Beneficiary, acting reasonably) and (ii) such Investment Manager at all times manages the Fund or such specified portion in compliance with the terms of such advance ruling. With respect to the assets allocated to an Investment Manager under subsection 5.2(b), the Trustee shall have no liability for any investment made by or in accordance with Investment Instructions issued by the Investment Manager so long as the selection and retention of the Investment Manager was undertaken in accordance with the Standard of Care.

Investment Manager. ‌ The Trustee may from time to time, after consultation with the ContributorCompany, delegate and appoint one or more Investment Managers: (a) To provide Managers to assist in the investment advice and reinvestment of the Fund in Qualified Investments, and to exercise any powers or functions relating to the investment and reinvestment of such assets in such manner, and on such terms and conditions, and for such remuneration payable from the Trust, as the Trustee, in the Trustee's absolute discretion, considers advisable, and as the Trustee shall specify in writing, including, without limitation, the power at any time and from time to time to choose, acquire, dispose of or change any such investment or reinvestments and to sub-delegate to another any such powers or functions so conferred on it by the Discretionary Committee Trustee. Subject to section 5.1, the Trustee is hereby further authorized to act on the opinion, advice or information obtained from the Investment Manager, and shall not be responsible for any loss occasioned by so acting or by not so acting as to the Qualified Investments in which it recommends case may be, nor shall the Trustee be responsible nor incur any liability for any loss that the Fund or any portion thereof should may be invested from time to time and, upon the Discretionary Committee making occasioned by any investment decision with respect to all or any part delegation of the Fund, carrying out such activities as may be necessary or appropriate to settle such investment decision decisions authorized herein and made by the Discretionary Committee; or (b) to manage, on a fully discretionary basis, the investment of all Trustee or any specified portion of the Fund and, with respect to the Fund or such specified portion, to direct the Trustee with respect to settling investment transactions with respect to the Fund or such specified portion and to exercise such other powers of the Trustee hereunder as may be granted to such Investment Manager and set forth in a written instrument appointing by the Investment Manager executed by the Trustee and accepted by such Investment Manager, a copy of which shall be provided to the Contributor. With respect to any appointment made under subsection 5.2(b)section 5.2, such Investment Manager shall be required to have an office and personnel in the Province of Alberta and must ensure that all investment decisions in respect of the Fund are made in the Province of Alberta unless (i) the Trustee has obtained, at its expense, a binding advance ruling under all applicable Tax Legislation (including the Tax Act and the Tax Legislation of the jurisdiction where such Investment Manager proposes to make investment decisions affecting the Fund) to the effect that the manner and location in which the Investment Manager proposes to make such investment decisions will not subject the Trust, the Contributor Company or the Beneficiary to any Tax Obligations to which they would not have been subject if the Investment Manager had an office and personnel in the Province of Alberta and ensured that all investment decisions in respect of the Fund were made in the Province of Alberta (such advance ruling to be acceptable to the Contributor and Beneficiary, acting reasonably) and (ii) such Investment Manager at all times manages the Fund or such specified portion in compliance with the terms of such advance ruling. With respect to the assets allocated to an Investment Manager under subsection 5.2(b)Manager, the Trustee shall have no liability for any investment made by the Investment Manager or in accordance with Investment Instructions issued Advice provided by the Investment Manager so long as the selection and retention of the Investment Manager was undertaken in accordance with the Standard of Care.

Investment Manager. ‌ The Trustee may from time to time, after consultation with the ContributorCompany, delegate and appoint one or more Investment Managers: (a) To provide Managers to assist in the investment advice and reinvestment of the Fund in Qualified Investments, and to exercise any powers or functions relating to the investment and reinvestment of such assets in such manner, and on such terms and conditions, and for such remuneration payable from the Trust, as the Trustee, in the Trustee's absolute discretion, considers advisable, and as the Trustee shall specify in writing, including, without limitation, the power at any time and from time to time to choose, acquire, dispose of or change any such investment or reinvestments and to sub-delegate to another any such powers or functions so conferred on it by the Discretionary Committee Trustee. Subject to section 5.1, the Trustee is hereby further authorized to act on the opinion, advice or information obtained from the Investment Manager, and shall not be responsible for any loss occasioned by so acting or by not so acting as to the Qualified Investments in which it recommends case may be, nor shall the Trustee be responsible nor incur any liability for any loss that the Fund or any portion thereof should may be invested from time to time and, upon the Discretionary Committee making occasioned by any investment decision with respect to all or any part delegation of the Fund, carrying out such activities as may be necessary or appropriate to settle such investment decision decisions authorized herein and made by the Discretionary Committee; or (b) to manage, on a fully discretionary basis, the investment of all Trustee or any specified portion of the Fund and, with respect to the Fund or such specified portion, to direct the Trustee with respect to settling investment transactions with respect to the Fund or such specified portion and to exercise such other powers of the Trustee hereunder as may be granted to such Investment Manager and set forth in a written instrument appointing by the Investment Manager executed by the Trustee and accepted by such Investment Manager, a copy of which shall be provided to the Contributor. With respect to any appointment made under subsection 5.2(b)section 5.2, such Investment Manager shall be required to have an office and personnel in the Province of Alberta and must ensure that all investment decisions in respect of the Fund are made in the Province of Alberta unless (i) the Trustee has obtained, at its expense, a binding advance ruling under all applicable Tax Legislation (including the Tax Act and the Tax Legislation legislation of the jurisdiction where such Investment Manager proposes to make investment decisions affecting the Fund) to the effect that the manner and location in which the Investment Manager proposes to make such investment decisions will not subject the Trust, the Contributor Company or the Beneficiary to any Tax Obligations to which they would not have been subject if the Investment Manager had an office and personnel in the Province of Alberta and ensured that all investment decisions in respect of the Fund were made in the Province of Alberta (such advance ruling to be acceptable to the Contributor and Beneficiary, acting reasonably) and (ii) such Investment Manager at all times manages the Fund or such specified portion in compliance incompliance with the terms of such advance ruling. With respect to the assets allocated to an Investment Manager under subsection 5.2(b)Manager, the Trustee shall have no liability for any investment made by the Investment Manager or in accordance with Investment Instructions issued Advice provided by the Investment Manager so long as the selection and retention of the Investment Manager was undertaken in accordance with the Standard of Care.

Investment Manager. ‌ The Trustee may from time to time, after consultation with the ContributorCompany, delegate and appoint one or more Investment Managers: (a) To provide Managers to assist in the investment advice and reinvestment of the Fund in Qualified Investments, and to exercise any powers or functions relating to the investment and reinvestment of such assets in such manner, and on such terms and conditions, and for such remuneration payable from the Trust, as the Trustee, in the Trustee's absolute discretion, considers advisable, and as the Trustee shall specify in writing, including, without limitation, the power at any time and from time to time to choose, acquire, dispose of or change any such investment or reinvestments and to sub-delegate to another any such powers or functions so conferred on it by the Discretionary Committee Trustee. Subject to section 5.1, the Trustee is hereby further authorized to act on the opinion, advice or information obtained from the Investment Manager, and shall not be responsible for any loss occasioned by so acting or by not so acting as to the Qualified Investments in which it recommends case may be, nor shall the Trustee be responsible nor incur any liability for any loss that the Fund or any portion thereof should may be invested from time to time and, upon the Discretionary Committee making occasioned by any investment decision with respect to all or any part delegation of the Fund, carrying out such activities as may be necessary or appropriate to settle such investment decision decisions authorized herein and made by the Discretionary Committee; or (b) to manage, on a fully discretionary basis, the investment of all Trustee or any specified portion of the Fund and, with respect to the Fund or such specified portion, to direct the Trustee with respect to settling investment transactions with respect to the Fund or such specified portion and to exercise such other powers of the Trustee hereunder as may be granted to such Investment Manager and set forth in a written instrument appointing by the Investment Manager executed by the Trustee and accepted by such Investment Manager, a copy of which shall be provided to the Contributor. With respect to any appointment made under subsection 5.2(b)section 5.2, such Investment Manager shall be required to have an office and personnel in the Province of Alberta and must ensure that all investment decisions in respect of the Fund are made in the Province of Alberta unless (i) the Trustee has obtained, at its expense, a binding advance ruling under all applicable Tax Legislation (including the Tax Act and the Tax Legislation legislation of the jurisdiction where such Investment Manager proposes to make investment decisions affecting the Fund) to the effect that the manner and location in which the Investment Manager proposes to make such investment decisions will not subject the Trust, the Contributor Company or the Beneficiary to any Tax Obligations to which they would not have been subject if the Investment Manager had an office and personnel in the Province of Alberta and ensured that all investment decisions in respect of the Fund were made in the Province of Alberta (such advance ruling to be acceptable to the Contributor and Beneficiary, acting reasonably) and (ii) such Investment Manager at all times manages the Fund or such specified portion in compliance incompliance with the terms of such advance ruling. With respect to the assets allocated to an Investment Manager under subsection 5.2(b)Manager, the Trustee shall have no liability for any investment made by the Investment Manager or in accordance with Investment Instructions issued Advice provided by the Investment Manager so long as the selection and retention of the Investment Manager was undertaken in accordance with the Standard of Care.