Common use of Allocation of Brokerage Clause in Contracts

Allocation of Brokerage. Subject to the supervision of Adviser and the Board of Directors of the Corporation, Subadviser is authorized and directed to establish and maintain accounts on behalf of the Fund, place orders for the purchase and sale of Investments with or through such persons, brokers or dealers as Subadviser may elect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser will seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser may cause the Fund to pay a broker that provides brokerage and research services to the Subadviser a commission in excess of the commission that another broker would have charged for effecting that transaction provided (i) the Subadviser determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s overall responsibilities with respect to the Fund and the other accounts as to which the Subadviser exercises investment discretion, (ii) such commission is paid in compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amended, and in accordance with this Agreement, and (iii) in the opinion of the Subadviser, the total commissions paid by the Fund will be reasonable in relation to the benefits to the Fund over the long term. To the extent not prohibited by applicable law, if Subadviser deems the purchase or sale of a security to be in the best interests of the Fund as well as other clients of Subadviser, it may aggregate the securities to be sold or purchased in order to obtain the most favorable price or lower brokerage commissions and efficient execution. In such event, allocation of these securities and the expenses incurred in the transaction will be made by Subadviser in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the Fund and its other clients.

Allocation of Brokerage. Subject to the supervision of Adviser the Advisor and the Board of Directors of Board, the Corporation, Subadviser Sub-advisor is authorized and directed to establish and maintain accounts on behalf of the each Fund, place orders for the purchase and sale of Investments with or through such persons, brokers or dealers as Subadviser the Sub-advisor may elect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser the Sub-advisor will seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant under the circumstances, including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer dealer, the commitment of capital by the executing broker-dealer, confidentiality, and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser Sub-advisor may cause the Fund Funds to pay a broker that provides brokerage and research services to the Subadviser Trust, the Advisor, or the Sub-advisor a commission in excess of the commission that another broker would have charged for effecting that transaction provided (i) the Subadviser Sub-advisor determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s overall responsibilities with respect to the Fund and the other accounts as to which the Subadviser exercises investment discretion, transaction; (ii) such commission is paid in material compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amended, and in accordance with this Agreement, and (iii) in the opinion of the SubadviserSub-advisor, the total commissions paid by the a Fund will be reasonable in relation to the benefits services received. Sub-advisor shall provide written information to the Fund over Advisor and to the long termTrust regarding any such “soft dollar” arrangements that the Sub-advisor maintains with respect to the transactions effected for the Funds as may be requested from time to time by the Funds and the Advisor. To the extent not prohibited by applicable law, if Subadviser deems the purchase or sale of a security to be in the best interests of the Fund as well as other clients of Subadviser, it Sub-advisor may aggregate the securities to be sold or purchased in order by its clients (including the Funds) to seek to obtain the most favorable price or lower brokerage commissions and efficient execution. In such event, allocation of these the cost of the securities and the expenses incurred in the transaction will be made by Subadviser Sub-advisor in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the Fund Funds and its other clients.

Allocation of Brokerage. Subject If so authorized and directed by Adviser, subject to the supervision of Adviser and the Board of Directors of the Corporation, Subadviser is authorized and directed to establish and maintain maintain, through third party custodians, accounts on behalf of the Fund, place orders for the purchase and sale of Investments with or through such persons, brokers or dealers as Subadviser may elect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser will seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant relevant, including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser may cause the Fund to pay a broker that provides brokerage and research services to the Subadviser a commission in excess of the commission that another broker would have charged for effecting that transaction provided (i) the Subadviser determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s overall responsibilities with respect to the Fund and the other accounts as to which the Subadviser exercises investment discretion, and (ii) such commission is paid in compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amended, and in accordance with this Agreement, and (iii) in the opinion of the Subadviser, the total commissions paid by the Fund will be reasonable in relation to the benefits to the Fund over the long term. To the extent not prohibited by applicable law, if Subadviser deems the purchase or sale of a security to be in the best interests of the Fund as well as other clients of Subadviser, it may aggregate the securities to be sold or purchased in order to obtain the most favorable price or lower brokerage commissions and efficient execution. In such event, allocation of these securities and the expenses incurred in the transaction will be made by Subadviser in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the Fund and its other clients.

Allocation of Brokerage. Subject to the supervision and any specific instructions or authorizations of the Adviser and the Board of Directors of the Corporation, the Subadviser is authorized and directed to establish and maintain accounts on behalf of the Fundeach Fund with, and place orders for the purchase and sale of Investments with or through through, such persons, brokers or dealers as the Subadviser may elect, including Tocqueville Securities L.P., an affiliate of the Subadviser which is registered as a broker-dealer (subject to the Board of Directors of the Corporation having adopted procedures relating to affiliated brokerage pursuant to Rule 17e-1 of the 1940 Act), and to negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, the Subadviser will shall seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant relevant, including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of the broker or dealer and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser may cause the a Fund to pay a broker that provides brokerage and research services to the Subadviser a commission in excess of the commission that another broker would have charged for effecting that transaction provided (i) the Subadviser determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s 's overall responsibilities with respect to the such Fund and the other accounts as to which the Subadviser exercises investment discretion, (ii) such commission is paid in compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amended, and in accordance with this Agreement, and (iii) in the opinion of the Subadviser, the total commissions paid by the such Fund will be reasonable in relation to the benefits to the Fund over the long term. To the extent not prohibited by applicable law, if the Subadviser deems the purchase or sale of a security to be in the best interests of the a Fund as well as other clients of Subadviserits clients, it may aggregate the securities to be sold or purchased in order to obtain the most favorable price or lower brokerage commissions and efficient execution. In such event, allocation of these securities and the expenses incurred in the transaction will be made by the Subadviser in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the Fund Funds and its other clients.

Allocation of Brokerage. Subject to the supervision of Adviser and the Board of Directors of the Corporation, Subadviser is authorized and directed to establish and maintain accounts on behalf of the Fund, place orders for the purchase and sale of Investments with or through such persons, brokers or dealers as Subadviser may elect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser will seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant relevant, including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser may cause the Fund to pay a broker that provides brokerage and research services to the Subadviser a commission in excess of the commission that another broker would have charged for effecting that transaction provided (i) the Subadviser determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s overall responsibilities with respect to the Fund and the other accounts as to which the Subadviser exercises investment discretion, (ii) such commission is paid in compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amended, and in accordance with this Agreement, and (iii) in the opinion of the Subadviser, the total commissions paid by the Fund will be reasonable in relation to the benefits to the Fund over the long term. To the extent not prohibited by applicable law, if Subadviser deems the purchase or sale of a security to be in the best interests of the Fund as well as other clients of Subadviser, it may aggregate the securities to be sold or purchased in order to obtain the most favorable price or lower brokerage commissions and efficient execution. In such event, allocation of these securities and the expenses incurred in the transaction will be made by Subadviser in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the Fund and its other clients.

Allocation of Brokerage. Subject to the supervision of Adviser Advisor and the Board of Directors of the Corporation, Subadviser Sub-Advisor is authorized and directed to establish and maintain accounts on behalf of the FundFunds, place orders for the purchase and sale of Investments with or through such persons, brokers or dealers as Subadviser Sub-Advisor may elect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser Sub-Advisor will seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant under the circumstances, including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser Sub-Advisor may cause the each Fund to pay a broker that provides brokerage and research services to the Subadviser Sub-Advisor a commission in excess of the commission that another broker would have charged for effecting that transaction provided provided: (i) the Subadviser Sub-Advisor determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s overall responsibilities with respect to the Fund and the other accounts as to which the Subadviser exercises investment discretion, transaction; (ii) such commission is paid in material compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amended, and in accordance with this Agreement, ; and (iii) in the opinion of the SubadviserSub-Advisor, the total commissions paid by the each Fund will be reasonable in relation to the benefits services received. Sub-Advisor shall provide such information regarding any such “soft dollar” arrangements that the Sub-Advisor maintains with respect to the each Fund over the long termas may be requested from time to time by each Fund and Advisor. To the extent not prohibited by applicable law, if Subadviser deems the purchase or sale of a security to be in the best interests of the Fund as well as other clients of Subadviser, it Sub-Advisor may aggregate the securities to be sold or purchased in order to seek to obtain the most favorable price or lower brokerage commissions and efficient execution. In such event, allocation of these securities and the expenses incurred in the transaction will be made by Subadviser Sub-Advisor in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the each Fund and its other clients.

Allocation of Brokerage. Subject to the general supervision of Adviser and the Board of Directors of the Corporation, Subadviser is authorized and directed to establish and maintain accounts on behalf of the FundFunds, place orders for the purchase and sale of Investments with or through such persons, brokers or dealers as Subadviser may elect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser will seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser may may, to the extent permitted by applicable laws and regulations, but shall not be obligated to, cause the each Fund to pay enter into a transaction that results in such Fund paying a broker that provides brokerage and research services to the Subadviser a commission in excess of the commission that another broker would have charged for effecting that transaction provided (i) the Subadviser determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s overall responsibilities with respect to the Fund and the other accounts as to which the Subadviser exercises investment discretion, (ii) such commission is paid in compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amended, and in accordance with this Agreement, and (iii) in the opinion of the Subadviser, Subadviser reasonably believes that the total commissions paid by the each Fund will be reasonable in relation to the benefits to the Fund over the long term. To the extent not prohibited by applicable lawlaws and regulations, if Subadviser deems the purchase or sale of a security to be in the best interests of the a Fund as well as other clients of Subadvisercustomers, it may the Subadviser may, but shall not be obligated to, aggregate the securities to be sold or purchased in order to obtain the most favorable price or best execution and lower brokerage commissions and efficient executioncommissions, if any. In such event, allocation of these securities and the expenses incurred in the transaction will be made by Subadviser in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the each Fund and its to such other clientscustomers.

Allocation of Brokerage. Subject to the supervision of Adviser and the Board of Directors of the Corporation, Subadviser is authorized and directed to establish and maintain accounts on behalf of the FundFunds, place orders for the purchase and sale of Investments with or through such persons, brokers or dealers as Subadviser may elect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser will seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant relevant, including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser may cause the each Fund to pay a broker that provides brokerage and research services to the Subadviser a commission in excess of the commission that another broker would have charged for effecting that transaction provided (i) the Subadviser determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s overall responsibilities with respect to the such Fund and the other accounts as to which the Subadviser exercises investment discretion, (ii) such commission is paid in compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amended, and in accordance with this Agreement, and (iii) in the opinion of the Subadviser, the total commissions paid by the each Fund will be reasonable in relation to the benefits to the such Fund over the long term. To the extent not prohibited by applicable law, if Subadviser deems the purchase or sale of a security to be in the best interests of the a Fund as well as other clients of Subadviser, it may aggregate the securities to be sold or purchased in order to obtain the most favorable price or lower brokerage commissions and efficient execution. In such event, allocation of these securities and the expenses incurred in the transaction will be made by Subadviser in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the each Fund and its other clients.

Allocation of Brokerage. Subject to the supervision of Adviser and the Board of Directors of the Corporation, Subadviser is authorized and directed to establish and maintain accounts on behalf of the Fund, place orders for the purchase and sale of Investments with or through through, such persons, brokers or dealers as Subadviser may electselect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser will seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant relevant, including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser may cause the Fund to pay a broker that provides brokerage and research services to the Subadviser a commission in excess of the commission that another broker would have charged for effecting that transaction provided (i) the Subadviser determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s 's overall responsibilities with respect to the Fund and the other accounts as to which the Subadviser exercises investment discretion, (ii) such commission is paid in compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amended, and in accordance with this Agreement, and (iii) in the opinion of the Subadviser, the total commissions paid by the Fund will be reasonable in relation to the benefits to the Fund over the long term. To the extent not prohibited by applicable law, if Subadviser deems the purchase or sale of a security to be in the best interests of the Fund as well as other clients of Subadviser, it may aggregate the securities to be sold or purchased in order to obtain the most favorable price or lower brokerage commissions and efficient execution. In such event, allocation of these securities and the expenses incurred in the transaction will be made by Subadviser in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the Fund and its other clients.

Allocation of Brokerage. Subject to the general supervision of Adviser and the Board of Directors Trustees of the CorporationCompany, Subadviser is authorized and directed to establish and maintain accounts on behalf of the Fund, place orders for the purchase and sale of Investments with or through such persons, brokers or dealers as Subadviser may elect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser will seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser may may, to the extent permitted by applicable laws and regulations, but shall not be obligated to, cause the Fund to pay enter into a transaction that results in such Fund paying a broker that provides brokerage and research services to the Subadviser a commission in excess of the commission that another broker would have charged for effecting that transaction provided (i) the Subadviser determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s overall responsibilities with respect to the Fund and the other accounts as to which the Subadviser exercises investment discretion, (ii) such commission is paid in compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amended, and in accordance with this Agreement, Agreement and (iii) in the opinion of the Subadviser, Subadviser reasonably believes that the total commissions paid by the Fund will be reasonable in relation to the benefits to the Fund over the long term. To the extent not prohibited by applicable lawlaws and regulations, if Subadviser deems the purchase or sale of a security to be in the best interests of the Fund as well as other clients of Subadvisercustomers, it may Subadviser may, but shall not be obligated to, aggregate the securities to be sold or purchased in order to obtain the most favorable price or best execution and lower brokerage commissions and efficient executioncommissions, if any. In such event, allocation of these securities and the expenses incurred in the transaction will be made by Subadviser in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the Fund and its to such other clientscustomers.

Allocation of Brokerage. Subject to the supervision of Adviser Advisor and the Board of Directors Trustees of the CorporationTrust, Subadviser Subadvisor is authorized and directed to establish and maintain accounts on behalf of the each Fund, place orders for the purchase and sale of Investments with or through such persons, brokers or dealers as Subadviser Subadvisor may elect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser Subadvisor will seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant under the circumstances, including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser Subadvisor may cause the Fund Funds to pay a broker that provides brokerage and research services to the Subadviser Subadvisor a commission in excess of the commission that another broker would have charged for effecting that transaction provided (i) the Subadviser Subadvisor determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s overall responsibilities with respect to the Fund and the other accounts as to which the Subadviser exercises investment discretion, transaction; (ii) such commission is paid in material compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amended, and in accordance with this Agreement, and (iii) in the opinion of the SubadviserSubadvisor, the total commissions paid by the Fund Funds will be reasonable in relation to the benefits services received. Subadvisor shall provide such information regarding any such “soft dollar” arrangements that the Subadvisor maintains with respect to the Fund over Funds as may be requested from time to time by the long termFunds and the Advisor. To the extent not prohibited by applicable law, if Subadviser deems the purchase or sale of a security to be in the best interests of the Fund as well as other clients of Subadviser, it Subadvisor may aggregate the securities to be sold or purchased in order to seek to obtain the most favorable price or lower brokerage commissions and efficient execution. In such event, allocation of these securities and the expenses incurred in the transaction will be made by Subadviser Subadvisor in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the Fund Funds and its other clients.

Allocation of Brokerage. Subject to the supervision of Adviser Advisor and the Board of Directors of the CorporationBoard, Subadviser Subadvisor is authorized and directed to establish and maintain accounts on behalf of the FundFunds, place orders for the purchase and sale of Investments with or through such persons, brokers or dealers as Subadviser Subadvisor may elect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser Subadvisor will seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant under the circumstances, including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser Subadvisor may cause the each Fund to pay a broker that provides brokerage and research services to the Subadviser Subadvisor a commission in excess of the commission that another broker would have charged for effecting that transaction provided provided: (i) the Subadviser Subadvisor determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s overall responsibilities with respect to the Fund and the other accounts as to which the Subadviser exercises investment discretion, transaction; (ii) such commission is paid in material compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amended, and in accordance with this Agreement, ; and (iii) in the opinion of the SubadviserSubadvisor, the total commissions paid by the each Fund will be reasonable in relation to the benefits services received. Subadvisor shall provide such information regarding any such “soft dollar” arrangements that the Subadvisor maintains with respect to the each Fund over the long termas may be requested from time to time by each Fund and Advisor. To the extent not prohibited by applicable law, if Subadviser deems the purchase or sale of a security to be in the best interests of the Fund as well as other clients of Subadviser, it Subadvisor may aggregate the securities to be sold or purchased in order to seek to obtain the most favorable price or lower brokerage commissions and efficient execution. In such event, allocation of these securities and the expenses incurred in the transaction will be made by Subadviser Subadvisor in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the each Fund and its other clients.

Allocation of Brokerage. Subject to the supervision of Adviser the Advisor and the Board of Directors of Board, the Corporation, Subadviser Sub-advisor is authorized and directed to establish and maintain accounts on behalf of the each Fund, place orders for the purchase and sale of Investments with or through such persons, brokers or dealers as Subadviser the Sub-advisor may elect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser the Sub-advisor will seek to obtain the most favorable combination of price and execution available (considering all factors it deems relevant under the circumstances, including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer dealer, the commitment of capital by the executing broker-dealer, confidentiality, and other factors), except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided below. The Subadviser Sub-advisor may cause the Fund Funds to pay a broker that provides brokerage and research services to the Subadviser Trust, the Advisor, or the Sub-advisor a commission in excess of the commission that another broker would have charged for effecting that transaction provided (i) the Subadviser Sub-advisor determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker in the terms of the particular transaction or in terms of the Subadviser’s overall responsibilities with respect to the Fund and the other accounts as to which the Subadviser exercises investment discretion, transaction; (ii) such commission is paid in material compliance with all applicable state and federal laws, including Section 28(e) of the Securities Exchange Act of 1934, as amendedamended (the “1934 Act”), and in accordance with this Agreement, and (iii) in the opinion of the SubadviserSub-advisor, the total commissions paid by the a Fund will be reasonable in relation to the benefits services received. Sub-advisor shall provide written information to the Fund over Advisor and to the long termTrust regarding any such “soft dollar” arrangements that the Sub-advisor maintains with respect to the transactions effected for the Funds as may be requested from time to time by the Funds and the Advisor. To the extent not prohibited by applicable law, if Subadviser deems the purchase or sale of a security to be in the best interests of the Fund as well as other clients of Subadviser, it Sub-advisor may aggregate the securities to be sold or purchased in order by its clients (including the Funds) to seek to obtain the most favorable price or lower brokerage commissions and efficient execution. In such event, allocation of these the cost of the securities and the expenses incurred in the transaction will be made by Subadviser Sub-advisor in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the Fund Funds and its other clients.

Allocation of Brokerage. Subject to (a) In the supervision selection of Adviser brokers or dealers and the Board placing of Directors of the Corporation, Subadviser is authorized and directed to establish and maintain accounts on behalf of the Fund, place orders for the purchase and sale of Investments with or through such personsportfolio investments for each Fund, brokers or dealers as Subadviser may elect, and negotiate commissions to be paid on such transactions. In selecting brokers or dealers and placing orders, Subadviser will the Sub-Adviser shall seek to obtain for each Fund the most favorable combination of price and execution available (considering all factors it deems relevant including price, size of transaction, nature of the market for the security, amount of commission, if any, timing, reputation of broker or dealer and other factors)available, except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as provided described below. The Subadviser In using its commercially reasonable efforts to obtain for each Fund the most favorable price and execution available, the Sub-Adviser, bearing in mind such Fund’s best interests at all times, shall consider all factors it deems relevant, including by way of illustration, price, the size of the transaction, the nature of the market for the security, the amount of the commission, the timing of the transaction taking into account market prices and trends, the reputation, experience and financial stability of the broker or dealer involved and the quality of service rendered by the broker or dealer in other transactions. Subject to such policies as the Trustees of the Trust may cause determine, the Sub-Adviser shall not be deemed to have acted unlawfully or to have breached any duty created by this Agreement or otherwise solely by reason of its having caused a Fund to pay a broker or dealer that provides brokerage and research services to the Subadviser Sub-Adviser an amount of commission for effecting a commission portfolio investment transaction in excess of the amount of commission that another broker or dealer would have charged for effecting that transaction, if the Sub-Adviser determines in good faith that such amount of commission was reasonable in relation to the value of the brokerage and research services provided by such broker or dealer, viewed in terms of either that particular transaction provided or the Sub-Adviser’s overall responsibilities with respect to such Fund and to other clients of the Sub-Adviser as to which the Sub-Adviser exercises investment discretion. The Manager hereby agrees with the Sub-Adviser that any entity or person associated with the Sub-Adviser that is a member of a national securities exchange is authorized to effect any transaction on such exchange for the account of each Fund that is permitted by Section 11(a) of the Securities Exchange Act of 1934 and the rules and regulations thereunder, as amended from time to time (the “1934 Act”). (b) The Manager shall have the right to request that generally no more than 10% in specified transactions giving rise to brokerage commissions, in an amount to be agreed upon by the Manager and the Sub-Adviser, shall be executed by brokers and dealers that provide brokerage or research services to the Funds or the Manager, or as to which an on-going relationship will be of value to the Funds in the management of its assets, which services and relationship may, but need not, be of direct benefit to the Funds, so long as (i) each of the Subadviser Manager and Sub-Adviser determines that the broker or dealer is able to obtain the most favorable net price and execution available on a particular transaction and (ii) each of the Manager and Sub-Adviser determines in good faith that the commission cost is reasonable in relation to the value of the brokerage and research services provided by to the executing broker Funds or to the Manager for the benefit of the accounts for which it exercises investment discretion, viewed in the terms of the either a particular transaction or in terms of the SubadviserManager’s overall responsibilities with respect to the Fund and the other accounts as to which the Subadviser it exercises investment discretion, notwithstanding that the Funds may not be the direct or exclusive beneficiary of any such service or that another broker may be willing to charge the Fund a lower commission on the particular transaction. (iic) such The Sub-Adviser agrees that it will not execute any portfolio transactions with a broker, dealer or futures commission merchant which is paid an “affiliated person” (as defined in compliance with all applicable state and federal laws, including Section 28(ethe ▇▇▇▇ ▇▇▇) of the Securities Exchange Act Trust or of 1934, as amended, and the Manager or of any other sub-adviser for the Trust except in accordance with this Agreementprocedures adopted by the Trustees. The Manager agrees that it will provide the Sub-Adviser with a list of brokers and dealers which are “affiliated persons” of the Trust, the Manager or the Trust’s sub-advisers. (d) The Manager acknowledges and (iii) agrees that the Sub-Adviser may aggregate sales and purchase orders of securities and other investments held in a Fund with similar orders being made simultaneously for other accounts managed by the Sub-Adviser, if in the opinion Sub-Adviser’s judgment, such aggregation is likely to result generally in an overall economic benefit to a Fund. The Manager acknowledges that the determination of the Subadviser, the total commissions paid such economic benefit to a Fund by the Sub-Adviser is subjective and represents the Sub-Adviser’s evaluation that a Fund will be reasonable in relation to the benefits to the Fund over the long term. To the extent not prohibited is benefited by applicable law, if Subadviser deems the relatively better purchase or sale sales prices, lower commission expenses and beneficial timing of transactions or a security to be in the best interests of the Fund as well as other clients of Subadviser, it may aggregate the securities to be sold or purchased in order to obtain the most favorable price or lower brokerage commissions and efficient execution. In such event, allocation combination of these securities and the expenses incurred in the transaction will be made by Subadviser in the manner it considers to be the most equitable and consistent with its fiduciary obligations to the Fund and its other clientsfactors.