Common use of Services as Investment Manager Clause in Contracts

Services as Investment Manager. Subject to the supervision and direction of the Board, the Manager shall (a) act in strict conformity with the Company’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 assets in accordance with the Fund’s investment objectives 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 (collectively, the “Advisory Services”). In providing the Advisory Services, the Manager 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 Manager 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 the Company and, where required, the Fund’s shareholders, the Manager 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 Manager 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 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 Company’s Board and subject to the requirements of the 1940 Act. In addition to the Advisory Services outlined above, the Manager will (a) assist in supervising all aspects of the Fund’s operations; (b) supply the Fund with office facilities (which may be in the Manager’s own offices), statistical and research data, data processing services, clerical, accounting and bookkeeping services, including, but not limited to, the calculation of (i) the net asset value of shares of the Fund, (ii) applicable contingent deferred sales charges and similar fees and charges and (iii) distribution fees, internal auditing and legal services, internal executive and administrative services, and stationery and office supplies; and (c) prepare reports to shareholders of the Fund, tax returns and reports to and filings with the SEC and state Blue Sky authorities.

Services as Investment Manager. Subject to the supervision and direction of the BoardBoard of Directors of the Fund, the Manager shall XX Xxxxx will (a) act in strict conformity with the Company’s CharterFund's Articles of Incorporation and By-laws, 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 assets Portfolio in accordance with the Fund’s 's investment objectives objective and policies as stated in the Fund’s 's Prospectus and SAIStatement of Additional Information as from time to time in effect, (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, (dii) place purchase and sale orders for the specific issuers whose securities on behalf of will be purchased or sold by the Fund, (eiii) exercise voting rights in respect of portfolio the extent to which taxable securities will be purchased for and other investments for held by the Fund, (iv) the appropriate maturity of its portfolio investments 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 (collectively, the “Advisory Services”). In providing the Advisory Services, the Manager 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 Manager 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 the Company and, where required, the Fund’s shareholders, the Manager 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(sv) the responsibilities described appropriate average weighted maturity of its portfolio in subparagraphs (b), (c), light of current market conditions and (d) and (e) above. In the event that an investment sub-adviser’s engagement has been terminated, the Manager 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 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 Company’s Board and subject to the requirements of the 1940 Act. In addition to the Advisory Services outlined above, the Manager will (a) assist in supervising all aspects of the Fund’s operations; (b) supply the Fund with office facilities (which may be in the Manager’s XX Xxxxx'x own offices), ; statistical and research data, ; data processing services, ; clerical, accounting and bookkeeping services; internal auditing and legal services; internal executive and administrative services; stationery and office supplies; preparation of reports to shareholders of the Fund; preparation of tax returns, including, but not limited to, reports to and filings with the Securities and Exchange Commission and state Blue Sky authorities; calculation of (i) the net asset value of shares of the Fund, (ii) applicable contingent deferred sales charges and similar fees and charges and (iii) distribution fees, internal auditing and legal services, internal executive and administrative services, and stationery and office supplies; and (c) prepare reports to shareholders general assistance in all aspects of the Fund's operations. In providing those services, tax returns XX Xxxxx will supervise the Fund's investments generally and reports to and filings conduct a continual program of evaluation of the Fund's assets. In connection with the SEC performance of its duties under this Agreement, it is understood that XX Xxxxx will from time to time employ or associate with itself such person or persons as XX Xxxxx may believe to be particularly fitted to assist it in the performance of this Agreement, it being understood that the compensation of such person or persons shall be paid by XX Xxxxx and state Blue Sky authoritiesthat no obligation may be incurred on the Fund's behalf in any such respect.

Services as Investment Manager. Subject to the supervision and direction of the Board, the Manager shall (a) act in strict conformity with the Company’s '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 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 (collectively, the “"Advisory Services”"). In providing the Advisory Services, the Manager 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 Manager 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 the Company and, where required, the Fund’s 's shareholders, the Manager 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 Manager 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 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 Company’s 's Board and subject to the requirements of the 1940 Act. In addition to the Advisory Services outlined above, the Manager will (a) assist in supervising all aspects of the Fund’s 's operations; (b) supply the Fund with office facilities (which may be in the Manager’s 's own offices), statistical and research data, data processing services, clerical, accounting and bookkeeping services, including, but not limited to, the calculation of (i) the net asset value of shares of the Fund, (ii) applicable contingent deferred sales charges and similar fees and charges and (iii) distribution fees, internal auditing and legal services, internal executive and administrative services, and stationery and office supplies; and (c) prepare reports to shareholders of the Fund, tax returns and reports to and filings with the SEC and state Blue Sky authorities.