The fee shall be payable monthly as soon as practicable after the last day of each month based on the Portfolio Account's average daily net assets.
At the request of the Fund, and upon agreement of the Asset Manager, the Asset Manager shall vote all proxies on securities held in the Portfolio Account(s) on behalf of the Fund, provided the Custodian forwards all proxy materials to the Asset Manager upon receipt.
Subject to the duty of the Asset Manager, the Manager and the Fund to comply with applicable law, including any demand of any regulatory or taxing authority having jurisdiction, the parties hereto shall treat as confidential all information pertaining to the Portfolio Accounts and the actions of the Asset Manager and the Fund in respect thereof.
The Asset Manager shall advise the Custodian and confirm in writing to the Fund all investment orders for the Portfolio Account(s) placed by it with brokers and dealers at the time and in the manner as set forth in those procedures mutually agreed upon by both parties.
The Asset Manager shall have no obligation to acquire for the Portfolio Account(s) a position in any investment which any Affiliated Account may acquire, and the Fund shall have no first refusal, co-investment or other rights in respect of any such investment, either for the Portfolio Account(s) or otherwise.