Common use of Obligations of and Services to be Provided by the Sub-Advisor Clause in Contracts

Obligations of and Services to be Provided by the Sub-Advisor. The Sub-Advisor will: (a) Monitor the Series: The Manager allocates and from time to time re-allocates the assets of the Series among multiple sub-advisors that are responsible for managing those assets. The Sub-Advisor will monitor the Manager's allocations of the Series' assets among the sub-advisors and report to the Manager monthly, quarterly and annually with recommendations regarding changes to the Manager's current allocations. The Sub-Advisor recommendations will include its outlook for capital markets and opportunities currently offered by the market and will reflect its internal capital markets research and analyses performed using its proprietary tools. The Sub-Advisor will also monitor the performance of the Series and report to the Manager monthly, quarterly and annually on such performance in comparison to such peer funds and benchmarks as the Manager may from time to time select. The Sub-Advisor's performance monitoring duties will include portfolio performance, measurement and review, and each quarterly performance report will reflect the results of such performance, measurement and review and will include the Sub-Advisor's analyses of, among other things, geographic concentration, amount of leverage and beta exposure as well as the Sub-Advisor's assessment of whether the risks to which the Series is exposed through the use of the sub-advisors have been identified and, to the extent possible, controlled. Such monthly and quarterly reports will be in substantially the form of Exhibit A hereto. (b) Monitor the Sub-advisors: The Sub-Advisor will monitor the performance of each of the Series' sub-advisors and report to the Manager monthly, quarterly and annually on such performance in comparison to the performance of such advisers and benchmarks as the Manager may from time to time select. The Sub-Advisor's monitoring duties will include, and each monthly report regarding the performance of each sub-advisor will reflect the results of, one or more telephone conferences held by the Sub-Advisor with each sub-advisor. Each monthly, quarterly, and annual report will include, as appropriate, the Sub-Advisor's assessment of whether any sub-advisor has, in carrying out its investment duties for the Series, deviated materially from its investment philosophy or process, changed its personnel responsible for management of the assets of the Series allocated to it, suffered a financial or other event that threatens its ability to carry out its responsibilities to the Series, achieved an acceptable level of performance during the period without taking an unexpected degree of risk and adhered to the investment guidelines established by the Manager for each sub-advisor. Prior to the time the Sub-Advisor begins its work pursuant to this agreement, the Manager will provide the Sub-Advisor with the investment guidelines and subsequently the Manager will provide the Sub-Advisor promptly with any amendments to the guidelines. In determining whether any sub-advisor has suffered a financial or other event that threatens its ability to carry out its responsibilities to the Series, or has failed to adhere to the investment guidelines the Manager establishes, the Sub-Advisor may rely solely on information the Manager receives from each sub-advisor in the form of responses to the Manager's periodic questionnaire or other documentation, which documentation the Manager will provide to the Sub-Advisor within ten business days of the Manager's receipt of it. The Manager will also cause each sub-advisor to cooperate with the Sub-Advisor, including causing each sub-advisor to promptly provide to Sub-Advisor any other information the Sub-Advisor reasonably requests and make available the appropriate personnel to provide Sub-Advisor with clarifications and such other information that the Sub-Advisor may reasonably require to enable Sub-Advisor to carry out its responsibilities pursuant to this agreement. (c) Evaluate Sub-advisor Candidates: The Manager may from time to time undertake to select and recommend to the Fund’s Board of Directors the engagement of one or more new sub-advisors for the Series. At the Manager's request and using a process satisfactory to both the Manager and the Sub-Advisor, the Sub-Advisor will assist the Manager in evaluating new sub-advisor candidates.