Common use of Services as Investment Adviser Clause in Contracts

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the each Series and Fund, the Adviser will (a) act in strict conformity with the Fund's Articles Funds' Agreements and Declarations of IncorporationTrust, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the such Series' or Fund's assets in accordance with the such Series' or Fund's investment objective and policies as stated in the Fund's Prospectus Funds' Prospectuses and SAISAIs, (c) make investment decisions for the such Series or Fund, (d) place purchase and sale orders for securities on behalf of the such Series or Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the such Series or Fund, and (f) monitor and evaluate the services provided by the such Series' or Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the such Series' or Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the such Series' or Fund's assets. In addition, the Adviser will furnish the each Series and Fund with whatever statistical information the such Series or Fund may reasonably request with respect to the securities that the such Series or Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of each of the Fund Series Funds and where required, the such Series Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund such Series and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund such Series with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund such Series and the Fund's Series' Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the each Series and Fund, the Adviser will (a) act in strict conformity with the Fund's Articles Funds’ Agreements and Declarations of IncorporationTrust, the Investment Company Act of 1940 (the "“1940 Act"”) and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the such Series’ or Fund's ’s assets in accordance with the such Series’ or Fund's ’s investment objective and policies as stated in the Fund's Prospectus Funds’ Prospectuses and SAISAIs, (c) make investment decisions for the such Series or Fund, (d) place purchase and sale orders for securities on behalf of the such Series or Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the such Series or Fund, and (f) monitor and evaluate the services provided by the such Series’ or Fund's ’s investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the such Series’ or Fund's ’s investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the such Series’ or Fund's ’s assets. In addition, the Adviser will furnish the each Series and Fund with whatever statistical information the such Series or Fund may reasonably request with respect to the securities that the such Series or Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of each of the Fund Series Funds and where required, the such Series Fund's ’s shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund such Series and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's ’s engagement has been terminated, the Adviser shall be responsible for furnishing the Fund such Series with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund such Series and the Fund's Series’ Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity with the FundTrust's Articles Agreement and Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the FundPortfolio's assets in accordance with the FundPortfolio's investment objective and policies as stated in the FundTrust's Prospectus and SAISAI relating to the Portfolio, (c) make investment decisions for the FundPortfolio, (d) place purchase and sale orders for securities on behalf of the FundPortfolio, (e) exercise voting rights in respect of portfolio securities and other investments for the FundPortfolio, and (f) monitor and evaluate the services provided by the FundPortfolio's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the FundPortfolio's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the FundPortfolio's assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund Portfolio may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the FundPortfolio's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Portfolio and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Trust with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Trust and the FundTrust's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity with the FundTrust's Articles Agreement and Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the FundTrust's assets in accordance with the FundTrust's investment objective and policies as stated in the FundTrust's Prospectus and SAI, (c) make investment decisions for the FundTrust, (d) place purchase and sale orders for securities on behalf of the FundTrust, (e) exercise voting rights in respect of portfolio securities and other investments for the FundTrust, and (f) monitor and evaluate the services provided by the FundTrust's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the FundTrust's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the FundTrust's assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund Trust may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the FundTrust's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Trust and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Trust with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Trust and the FundTrust's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amendedamended (the "Advisers Act"), (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s)agreement. In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and and, where requiredrequired by law, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements agreement(s) or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the FundPortfolio's assets in accordance with the FundPortfolio's investment objective and policies as stated in the Fund's Prospectus and SAISAI relating to the Portfolio, (c) make investment decisions for the FundPortfolio, (d) place purchase and sale orders for securities on behalf of the FundPortfolio, (e) exercise voting rights in respect of portfolio securities and other investments for the FundPortfolio, and (f) monitor and evaluate the services provided by the FundPortfolio's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the FundPortfolio's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the FundPortfolio's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund Portfolio may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Portfolio and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Portfolio with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Portfolio and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity accordance with the FundTrust's Articles of IncorporationMaster Trust Agreement, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Advisors Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's its investment objective and policies as stated in the FundTrust's Prospectus and SAIRegistration Statement as from time to time in effect, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, Fund and (f) monitor place purchase and evaluate the services provided by sale orders on behalf of the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those these services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval supervision and direction of the Board of Directors Trustees of the Trust, the Adviser undertakes to perform the following administrative services to the extent that no other party is obligated to perform them on behalf of the Fund: (a) providing the Fund with office space (which may be the Adviser's own offices), stationery and where requiredoffice supplies, (b) furnishing certain corporate secretarial services, including assisting in the preparation of materials for meetings of the Board of Trustees, (c) coordinating and preparation of proxy statements and annual and semi-annual reports to the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and assisting in the preparation of the Fund's tax returns, (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible assisting in monitoring and developing compliance procedures for furnishing the Fund which will include, among other matters, procedures for monitoring compliance with the services required to be performed by such Fund's investment sub-adviser(sobjective, policies, restrictions, tax matters and applicable laws and regulations, and (f) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to acting as liaison between the Fund and the Fund's Board independent public accountants, counsel, custodian or custodians, administrator and transfer and dividend-paying agent and registrar, and taking all reasonable action in the performance of Directors its obligations under this Agreement to assure that all necessary information is made available to each of them. In performing all services under this Agreement, the Adviser shall act in conformity with applicable law, the Trust's Master Trust Agreement and subject By-Laws, and all amendments thereto, and the investment objective, investment policies and other practices and policies set forth in the Trust's Registration Statement, as such Registration Statement and practices and policies may be amended from time to the requirements of the 1940 Acttime.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles Agreement and Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity with the Fund's Articles Trust’s Agreement and Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "“1940 Act"”) and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's Trust’s assets in accordance with the Fund's Trust’s investment objective and policies as stated in the Fund's Trust’s Prospectus and SAI, (c) make investment decisions for the FundTrust, (d) place purchase and sale orders for securities on behalf of the FundTrust, (e) exercise voting rights in respect of portfolio securities and other investments for the FundTrust, and (f) monitor and evaluate the services provided by the Fund's Trust’s investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's Trust’s investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's Trust’s assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund Trust may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the Fund's Trust’s shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Trust and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's ’s engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Trust with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Trust and the Fund's Trust’s Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity with the Fund's Articles of IncorporationTrust Instrument, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets Fund in accordance with the Fund's investment objective and policies as stated in the FundTrust's Prospectus and SAISAI relating to the Fund, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio Fund securities and other investments for the Fund, (f) pledge or assign assets of the Fund and aggregate orders on behalf of the Fund with orders entered by the Adviser on behalf of other clients of the Adviser to the extent consistent with applicable law and (fg) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the FundTrust's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), ) through (c), (d) and (ef) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Trust and the FundTrust's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's ’s Articles of Incorporation, the Investment Company Act of 1940 (the "“1940 Act"”) and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's ’s assets in accordance with the Fund's ’s investment objective and policies as stated in the Fund's ’s Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's ’s investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's ’s investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's ’s assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Fund's ’s shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's ’s engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's ’s Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity with the FundTrust's Articles Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective objectives and policies as stated in the FundTrust's Prospectus and SAISAI relating to the Fund, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the FundTrust's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the FundTrust's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make general investment decisions for the Fund, including decisions concerning (i) the specific types of securities to be held by the Fund and the proportion of the Fund's assets that should be allocated to such investments during particular market cycles, (ii) the specific issuers whose securities will be purchased or sold by the Fund, (iii) the appropriate maturity of its portfolio investments and (iv) the appropriate average weighted maturity of its portfolio in light of current market conditions, (d) place purchase and sale orders for securities on behalf of the Fund, and (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), and (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-sub- adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-sub- adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of IncorporationTrust Instrument, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amendedamended (the "Advisers Act"), (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s)agreement. In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund and and, where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements agreement(s) or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fundeach Portfolio's assets in accordance with the Fund's investment objective each Portfolio and policies as stated in the Fund's Prospectus Prospectuses and SAISAI relating to the Portfolios, (c) make investment decisions for the Fundeach Portfolio, (d) place purchase and sale orders for securities on behalf of the Fundeach Portfolio, (e) exercise voting rights in respect of portfolio securities and other investments for the Fundeach Portfolio, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fundeach Portfolio's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fundeach Portfolio's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund Portfolios may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Funda Portfolio's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund a Portfolio and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-sub- adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the FundBoard, the Adviser will shall (a) act in strict conformity with the Fund's Articles of IncorporationCompany’s Charter, the Investment Company Act of 1940 (the "“1940 Act"”) and the Investment Advisers Act of 1940, (the “Advisers Act”) as the same may from time to time be amended, (b) manage the Fund's ’s assets in accordance with the Fund's ’s investment objective objectives and policies as stated in the Fund's ’s Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's ’s investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(sagreement (collectively, the “Advisory Services”). In providing those servicesthe Advisory Services, the Adviser will provide investment research and supervision of the Fund's ’s investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's ’s assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and Company and, where required, the Fund's ’s shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services Advisory Services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's ’s engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements agreement(s) or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Company’s Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's ’s Articles of Incorporation, the Investment Company Act of 1940 (the "“1940 Act"”) and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's Portfolio’s assets in accordance with the Fund's Portfolio’s investment objective and policies as stated in the Fund's ’s Prospectus and SAISAI relating to the Portfolio, (c) make investment decisions for the FundPortfolio, (d) place purchase and sale orders for securities on behalf of the FundPortfolio, (e) exercise voting rights in respect of portfolio securities and other investments for the FundPortfolio, and (f) monitor and evaluate the services provided by the Fund's Portfolio’s investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's Portfolio’s investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's Portfolio’s assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund Portfolio may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Fund's ’s shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Portfolio and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's ’s engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Portfolio with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Portfolio and the Fund's ’s Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amendedamended (the "Advisers Act"), (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s)agreement. In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and and, where requiredrequired by law, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-sub- advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements agreement(s) or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make general investment decisions for the Fund, including decisions concerning (i) the specific types of securities to be held by the Fund and the proportion of the Fund's assets that should be allocated to such investments during particular market cycles, (ii) the specific issuers whose securities will be purchased or sold by the Fund, (iii) the appropriate maturity of its portfolio investments and (iv) the appropriate average weighted maturity of its portfolio in light of current market conditions, (d) place purchase and sale orders for securities on behalf of the Fund, and (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-sub- adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (ed) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-sub- adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the FundFund2, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity with the Fund's Articles Trust’s Agreement and Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "“1940 Act"”) and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's Portfolio’s assets in accordance with the Fund's Portfolio’s investment objective and policies as stated in the Fund's Trust’s Prospectus and SAISAI relating to the Portfolio, (c) make investment decisions for the FundPortfolio, (d) place purchase and sale orders for securities on behalf of the FundPortfolio, (e) exercise voting rights in respect of portfolio securities and other investments for the FundPortfolio, and (f) monitor and evaluate the services provided by the Fund's Portfolio’s investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's Portfolio’s investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's Portfolio’s assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund Portfolio may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the Fund's Portfolio’s shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Portfolio and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's ’s engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Trust with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Trust and the Fund's Trust’s Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity with the FundTrust's Articles Agreement and Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the FundTrust's assets in accordance with the FundTrust's investment objective and policies as stated in the FundTrust's Prospectus and SAI, (c) make investment decisions for the FundTrust, (d) place purchase and sale orders for securities on behalf of the FundTrust, (e) exercise voting rights in respect of portfolio securities and other investments for the FundTrust, and (f) monitor and evaluate the services provided by the FundTrust's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the FundTrust's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the FundTrust's assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund Trust may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the FundTrust's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Trust and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Trust with the services required to be performed by such investment sub-sub- adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Trust and the FundTrust's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of IncorporationTrust Instrument, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-sub- adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity with the FundTrust's Articles Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the FundPortfolio's assets in accordance with the FundPortfolio's investment objective and policies as stated in the FundTrust's Prospectus and SAISAI relating to the Portfolio, (c) make investment decisions for the FundPortfolio, (d) place purchase and sale orders for securities on behalf of the FundPortfolio, (e) exercise voting rights in respect of portfolio securities and other investments for the FundPortfolio, and (f) monitor and evaluate the services provided by the FundPortfolio's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the FundPortfolio's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the FundPortfolio's assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund Portfolio may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the FundTrust's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Portfolio and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Portfolio with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Portfolio and the FundTrust's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of IncorporationTrust Instrument, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amendedamended (the "Advisers Act"), (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s)agreement. In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund and and, where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-sub- adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements agreement(s) or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make general investment decisions for the Fund, including decisions concerning (i) the specific types of securities to be held by the Fund and the proportion of the Fund's assets that should be allocated to such investments during particular market cycles, (ii) the specific issuers whose securities will be purchased or sold by the Fund, (iii) the appropriate maturity of its portfolio investments and (iv) the appropriate average weighted maturity of its portfolio in light of current market conditions, (d) place purchase and sale orders for securities on behalf of the Fund, and (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-sub- adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), and (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-sub- adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity with the FundTrust 's Articles Agreement and Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the FundTrust 's assets in accordance with the FundTrust's investment objective and policies as stated in the FundTrust 's Prospectus and SAI, (c) make investment decisions for the FundTrust, (d) place purchase and sale orders for securities on behalf of the FundTrust, (e) exercise voting rights in respect of portfolio securities and other investments for the FundTrust, and (f) monitor and evaluate the services provided by the FundTrust 's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the FundTrust 's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the FundTrust 's assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund Trust may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the FundTrust 's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Trust and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Trust with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Trust and the FundTrust 's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of IncorporationTrust Instrument, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-sub- adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity with the FundTrust's Articles Agreement and Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the FundTrust's assets in accordance with the FundTrust's investment objective and policies as stated in the FundTrust's Prospectus and SAI, (c) make investment decisions for the FundTrust, (d) place purchase and sale orders for securities on behalf of the FundTrust, (e) exercise voting rights in respect of portfolio securities and other investments for the FundTrust, and (f) monitor and evaluate the services provided by the FundTrust's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the FundTrust's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the FundTrust's assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund Trust may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the FundTrust's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Trust and may delegate to such investment sub-sub- adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Trust with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Trust and the FundTrust's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity with the Fund's Articles Trust’s Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "“1940 Act"”) and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's ’s assets in accordance with the Fund's ’s investment objective objectives and policies as stated in the Fund's Trust’s Prospectus and SAISAI relating to the Fund, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's ’s investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's ’s investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's ’s assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the Fund's Trust’s shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's ’s engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Trust’s Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and and, where requiredrequired by law, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the FundPortfolio's assets in accordance with the FundPortfolio's investment objective and policies as stated in the Fund's Prospectus and SAISAI relating to the Portfolio, (c) make investment decisions for the FundPortfolio, (d) place purchase and sale orders for securities on behalf of the FundPortfolio, (e) exercise voting rights in respect of portfolio securities and other investments for the FundPortfolio, and (f) monitor and evaluate the services provided by the FundPortfolio's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the FundPortfolio's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the FundPortfolio's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund Portfolio may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Portfolio and may delegate to such investment sub-adviser(s) the 2 responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Portfolio with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Portfolio and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity with the FundTrust's Articles Agreement and Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the FundTrust's assets in accordance with the FundTrust 's investment objective and policies as stated in the FundTrust's Prospectus and SAI, (c) make investment decisions for the FundTrust, (d) place purchase and sale orders for securities on behalf of the FundTrust, (e) exercise voting rights in respect of portfolio securities and other investments for the FundTrust, and (f) monitor and evaluate the services provided by the FundTrust's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the FundTrust's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the FundTrust's assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund Trust may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the FundTrust's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Trust and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Trust with the services required to be performed by such investment sub-sub- adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Trust and the FundTrust's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amendedamended (the "Advisers Act"), (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor f)monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s)agreement. In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and and, where requiredrequired by law, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-sub- advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-sub- adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements agreement(s) or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amendedamended (the "Advisers Act"), (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s)agreement. In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical 3 information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and and, where requiredrequired by law, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements agreement(s) or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amendedamended (the "Advisers Act"), (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor f)monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s)agreement. In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and and, where requiredrequired by law, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-sub- adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements agreement(s) or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles of Incorporation, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make general investment decisions for the Fund, including decisions concerning (i) the specific types of securities to be held by the Fund and the proportion of the Fund's assets that should be allocated to such investments during particular market cycles, (ii) the specific issuers whose securities will be purchased or sold by the Fund, (iii) the appropriate maturity of its portfolio investments and (iv) the appropriate average weighted maturity of its portfolio in light of current market conditions, (d) place purchase and sale orders for securities on behalf of the Fund, and (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (ed) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles ’s Agreement and Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "“1940 Act"”) and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's ’s assets in accordance with the Fund's ’s investment objective and policies as stated in the Fund's ’s Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's ’s investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's ’s investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's ’s assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund and where required, the Fund's ’s shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's ’s engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's ’s Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors of the Fund, the Adviser will (a) act in strict conformity with the Fund's ’s Articles of Incorporation, the Investment Company Act of 1940 (the "“1940 Act"”) and the Investment Advisers Act of 1940, as the same may from time to time be amendedamended (the “Advisers Act”), (b) manage the Fund's ’s assets in accordance with the Fund's ’s investment objective and policies as stated in the Fund's ’s Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor f)monitor and evaluate the services provided by the Fund's ’s investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s)agreement. In providing those services, the Adviser will provide investment research and supervision of the Fund's ’s investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's ’s assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors of the Fund and and, where requiredrequired by law, the Fund's ’s shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's ’s engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements agreement(s) or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's ’s Board of Directors and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the Fund, the Adviser will (a) act in strict conformity with the Fund's Articles Agreement and Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the Fund's assets in accordance with the Fund's investment objective and policies as stated in the Fund's Prospectus and SAI, (c) make investment decisions for the Fund, (d) place purchase and sale orders for securities on behalf of the Fund, (e) exercise voting rights in respect of portfolio securities and other investments for the Fund, and (f) monitor and evaluate the services provided by the Fund's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the Fund's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the Fund's assets. In addition, the Adviser will furnish the Fund with whatever statistical information the Fund may reasonably request with respect to the securities that the Fund may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund and where required, the Fund's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund and may delegate to such investment sub-adviser(sadviser (s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund and the Fund's Board of Directors Trustees and subject to the requirements of the 1940 Act.

Services as Investment Adviser. Subject to the supervision and direction of the Board of Directors Trustees of the FundTrust, the Adviser will (a) act in strict conformity conformity-with the FundTrust's Articles Declaration of IncorporationTrust, the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers Act of 1940, as the same may from time to time be amended, (b) manage the FundPortfolio's assets in accordance with the FundPortfolio's investment objective and policies as stated in the FundTrust's Prospectus and SAISAI relating to the Portfolio, (c) make investment decisions for the FundPortfolio, (d) place purchase and sale orders for securities on behalf of the FundPortfolio, (e) exercise voting rights in respect of portfolio securities and other investments for the FundPortfolio, and (f) monitor and evaluate the services provided by the FundPortfolio's investment sub-adviser(s), if any, under the terms of the applicable investment sub-advisory agreement(s). In providing those services, the Adviser will provide investment research and supervision of the FundPortfolio's investments and conduct a continual program of investment, evaluation and, if appropriate, sale and reinvestment of the FundPortfolio's assets. In addition, the Adviser will furnish the Fund Trust with whatever statistical information the Fund Trust may reasonably request with respect to the securities that the Fund Portfolio may hold or contemplate purchasing. Subject to the approval of the Board of Directors Trustees of the Fund Trust and where required, the FundTrust's shareholders, the Adviser may engage an investment sub-adviser or sub-advisers to provide advisory services in respect of the Fund Portfolio and may delegate to such investment sub-adviser(ssubadviser(s) the responsibilities described in subparagraphs (b), (c), (d) and (e) above. In the event that an investment sub-adviser's engagement has been terminated, the Adviser shall be responsible for furnishing the Fund Portfolio with the services required to be performed by such investment sub-adviser(s) under the applicable investment sub-advisory agreements or arranging for a successor investment sub-adviser(s) to provide such services on terms and conditions acceptable to the Fund Portfolio and the FundTrust's Board of Directors Trustees and subject to the requirements of the 1940 Act.