Common use of The Additional Services Clause in Contracts

The Additional Services. Subject to the supervision of the Board, the Manager shall provide, directly or through its affiliates, the administrative, operational and compliance assistance services in connection with the operation of the Trust and the Fund set forth in this Section 1(b) subject to the terms set forth in this Agreement (collectively, the “Additional Services”). No fee that is in addition to the fee required to paid by the Fund to the Manager pursuant to Section 5 of this Agreement shall be payable by the Fund to the Manager or any of its affiliates for the provision of the Additional Services, although the Manager shall be entitled to reimbursement of out-of-pocket expenses incurred by it and its affiliates in connection with the provision of the Additional Services (which shall not include, among other things, any allocation of overhead or personnel compensation or benefit expenses). The parties understand and agree that persons that are not the Manager or any of its affiliates have been, and will continue to be, engaged to provide various services to the Trust, the Fund and the other funds within the Value Line Funds group of funds (including without limitation administrative, fund accounting, shareholder servicing, transfer agency, sub-transfer agency and dividend disbursing, distribution, custody, sub-custody, pricing and valuation, best execution analysis, tax preparation, legal and compliance services), and the costs of all of such services shall be borne by the Trust or the Fund in accordance with Section 4 of this Agreement and are not assumed by the Manager. In this respect, the Additional Services to be performed by the Manager or its affiliates are in addition to, rather than in lieu of, services that are from time to time the subject of a separate agreement or arrangement for the benefit of the Trust or the Fund with other service providers. The parties intend that the scope of Additional Services generally to be consistent with those administrative, operational and compliance assistance services historically provided by the Manager or its affiliates in connection with the operation of the Trust and the other funds within the Value Line Funds group of funds (except that, for avoidance of doubt, the Manager shall not be required to provide fund accounting or shareholder servicing); provided, however, the Manager need not provide one or more Additional Services as from time to time determined in good faith by the Manager after consultation with the Board. Except for the Additional Services expressly agreed to and assumed by the Manager in this Section 2(b) and the other services required to be provided by the Manager pursuant to this Agreement, no provision of this Agreement shall amount to a delegation by the Trust or the Fund to the Manager, or an assumption by the Manager, of any other service, function, obligation or duty to or on behalf of the Trust or the Fund unless expressly agreed to in writing by the Manager. None of the Additional Services are, or are intended to be, either distribution services within the meaning of Section 12 of the 1940 Act or investment advisory services required to be provided by the Adviser with respect to the Fund under the other provisions of the Investment Advisory Agreement. Subject to the foregoing and the other terms set forth in this Agreement, the Additional Services with respect to the Trust and the Fund consist of: (i) providing the use of the Manager’s principal office space, equipment, resources and facilities for meetings of the Board and its committees upon reasonable request or as the Manager deems necessary to provide for the effective administration of the affairs of the Fund; (ii) providing from among the Manager’s officers and employees, persons to serve as Trustees and executive officers of the Trust as reasonably requested by the Board and agreed to by the Manager and pay the salaries of such persons; provided, however, that, for avoidance of doubt, the Manager shall not be required to provide any compliance persons (e.g., a person to serve as the Fund’s chief compliance officer); (iii) advising and assisting the officers of the Trust in taking such steps as are necessary or appropriate to carry out the decisions of the Board and the appropriate committees of the Board regarding the conduct of the business of the Trust insofar as it relates to the Fund; (iv) coordinating with the Fund and its service providers (including counsel to the Independent Trustees) and overseeing the preparation and production of meeting materials for the Board as they relate to the Fund, as well as such other materials as the Board may from time to time reasonably request; (v) providing clerical and bookkeeping services for the Trust and the Fund; (vi) causing, at the Trust’s expense, the Trust’s existence to be maintained as a Massachusetts business trust (or such other form of entity as from time to time approved by the Board) and maintain records related thereto; (vii) recommending to the Board service providers to the Fund, including administrators, fund accountants, shareholder serving agents, transfer agents, sub-transfer agents and dividend disbursing agents, financial intermediaries, brokers and dealers, custodians, sub-custodians, securities lending agents, accountants, attorneys, compliance providers and insurers, as the Manager considers appropriate; (viii) serving as the liaison between the Trust’s and the Fund’s service providers and the Board; (ix) monitoring the performance of, and facilitating communications amongst, the Trust’s and the Fund’s service providers; (x) as reasonably requested by the audit committee of the Board, assisting the audit committee in their monitoring the performance of, and facilitating their communications with, the Fund’s independent registered public accounting firm; (xi) responding to reasonable requests from the Board related to the services performed by the Manager and the services performed by the Trust’s and the Fund’s other service providers; (xii) preparing reports to the Board concerning the performance and fees of the Trust’s service providers as the Board may reasonably request; (xiii) preparing such other reports relating to the business and affairs of the Trust as from time to time determined by the Manager or as may from time to time be mutually agreed upon by the Manager and the Board; (xiv) reviewing the appropriateness of payment of the Trust’s and the Fund’s expenses and preparing and monitoring expense budgets for the Fund,; (xv) providing reasonable assistance to, monitoring the level of performance by, coordinating with and overseeing the Trust’s and the Fund’s other service providers in their preparation of regulatory filings and certain shareholder communications, including, but not limited to, the Trust’s Registration Statement on Form N-1A and amendments thereto; annual and semi-annual reports to shareholders; proxy materials (if any); Form N-SAR, Form N-CSR, Form N-Q and Form N-PX (and any similar successor or additional forms), and arranging any required filings with the Securities and Exchange Commission (the “Commission”); (xvi) providing reasonable assistance to, monitoring the level of performance by, coordinating with and overseeing the Trust’s and the Fund’s pricing vendors, valuation agents and other service providers in their daily pricing and valuation of the Fund’s investment portfolio and in such service providers’ determination and publication of the Fund’s daily net asset value quotations and any of such service providers’ other valuation-related responsibilities, all in accordance with procedures adopted by the Board, and reporting to the Board any recommendations resulting from such monitoring; (xvii) providing reasonable assistance to the Trust’s and the Fund’s other service providers in their preparation and filing of the Fund’s federal, state and local income tax returns and any other required tax returns or reporting; (xviii) as reasonably requested by the Trust’s trustees who are not “interested persons” (as defined in the 1▇▇▇ ▇▇▇) of the Trust (the “Independent Trustees”), providing reasonable assistance to their independent legal counsel; (xix) consulting with the Trust’s officers, independent accountants, legal counsel, custodian, accounting agent and dividend disbursing agent in their establishing and implementing the fund accounting policies of the Fund; (xx) preparing and/or assisting in the preparation of such information and reports as may be required by any banks or other lenders from which the Fund borrows; (xxi) providing reasonable assistance to the Trust’s and the Fund’s other service providers in their determination of the amounts available for distribution as dividends and distributions to be paid by the Fund to its shareholders and facilitating communications between such Fund’s dividend disbursing agent and custodian, including with respect to effecting the payment of dividends and distributions and implementing such Fund’s dividend reinvestment plan; (xxii) responding to and/or assisting the Fund’s transfer agent in responding to inquiries from existing Fund shareholders regarding the Fund’s investment policies, performance and investment program, and providing periodic shareholder communications regarding the Fund’s investment policies, performance and investment program including but not limited to shareholder letters for inclusion in the Fund’s semi-annual and annual reports and quarterly portfolio commentary; (xxiii) providing reasonable assistance to the Trust’s Chief Compliance Officer in his development, implementation and administration of the Trust’s policies and procedures adopted pursuant to Rule 38a-1 under the 1▇▇▇ ▇▇▇) as well as the Trust’s policies and procedures for compliance with state and foreign laws and regulations applicable to the operation of investment companies, and monitoring the level of performance by any other service providers engaged for such purposes (e.g., blue sky filing agents); and (xxiv) assisting and coordinating in the preparation by the Trust’s and Fund’s other service providers of materials for regular and special Board meetings and preparing such other materials as the Board may reasonably request.

The Additional Services. Subject to the supervision of the Board, the Manager shall provide, directly or through its affiliates, the administrative, operational and compliance assistance services in connection with the operation of the Trust and the Fund set forth in this Section 1(b) subject to the terms set forth in this Agreement (collectively, the “Additional Services”). No fee that is in addition to the fee required to paid by the Fund to the Manager pursuant to Section 5 of this Agreement shall be payable by the Fund to the Manager or any of its affiliates for the provision of the Additional Services, although the Manager shall be entitled to reimbursement of out-of-pocket expenses incurred by it and its affiliates in connection with the provision of the Additional Services (which shall not include, among other things, any allocation of overhead or personnel compensation or benefit expenses). The parties understand and agree that persons that are not the Manager or any of its affiliates have been, and will continue to be, engaged to provide various services to the Trust, the Fund and the other funds within the Value Line Funds group of funds (including without limitation administrative, fund accounting, shareholder servicing, transfer agency, sub-transfer agency and dividend disbursing, distribution, custody, sub-custody, pricing and valuation, best execution analysis, tax preparation, legal and compliance services), and the costs of all of such services shall be borne by the Trust or the Fund in accordance with Section 4 of this Agreement and are not assumed by the Manager. In this respect, the Additional Services to be performed by the Manager or its affiliates are in addition to, rather than in lieu of, services that are from time to time the subject of a separate agreement or arrangement for the benefit of the Trust or the Fund with other service providers. The parties intend that the scope of Additional Services generally to be consistent with those administrative, operational and compliance assistance services historically provided by the Manager or its affiliates in connection with the operation of the Trust and the other funds within the Value Line Funds group of funds (except that, for avoidance of doubt, the Manager shall not be required to provide fund accounting or shareholder servicing); provided, however, the Manager need not provide one or more Additional Services as from time to time determined in good faith by the Manager after consultation with the Board. Except for the Additional Services expressly agreed to and assumed by the Manager in this Section 2(b) and the other services required to be provided by the Manager pursuant to this Agreement, no provision of this Agreement shall amount to a delegation by the Trust or the Fund to the Manager, or an assumption by the Manager, of any other service, function, obligation or duty to or on behalf of the Trust or the Fund unless expressly agreed to in writing by the Manager. None of the Additional Services are, or are intended to be, either distribution services within the meaning of Section 12 of the 1940 Act or investment advisory services required to be provided by the Adviser with respect to the Fund under the other provisions of the Investment Advisory Agreement. Subject to the foregoing and the other terms set forth in this Agreement, the Additional Services with respect to the Trust and the Fund consist of: (i) : providing the use of the Manager’s principal office space, equipment, resources and facilities for meetings of the Board and its committees upon reasonable request or as the Manager deems necessary to provide for the effective administration of the affairs of the Fund; (ii) ; providing from among the Manager’s officers and employees, persons to serve as Trustees and executive officers of the Trust as reasonably requested by the Board and agreed to by the Manager and pay the salaries of such persons; provided, however, that, for avoidance of doubt, the Manager shall not be required to provide any compliance persons (e.g., a person to serve as the Fund’s chief compliance officer); (iii) ; advising and assisting the officers of the Trust in taking such steps as are necessary or appropriate to carry out the decisions of the Board and the appropriate committees of the Board regarding the conduct of the business of the Trust insofar as it relates to the Fund; (iv) ; coordinating with the Fund and its service providers (including counsel to the Independent Trustees) and overseeing the preparation and production of meeting materials for the Board as they relate to the Fund, as well as such other materials as the Board may from time to time reasonably request; (v) ; providing clerical and bookkeeping services for the Trust and the Fund; (vi) causing, at the Trust’s expense, the Trust’s existence to be maintained as a Massachusetts business trust (or such other form of entity as from time to time approved by the Board) and maintain records related thereto; (vii) recommending to the Board service providers to the Fund, including administrators, fund accountants, shareholder serving agents, transfer agents, sub-transfer agents and dividend disbursing agents, financial intermediaries, brokers and dealers, custodians, sub-custodians, securities lending agents, accountants, attorneys, compliance providers and insurers, as the Manager considers appropriate; (viii) serving as the liaison between the Trust’s and the Fund’s service providers and the Board; (ix) monitoring the performance of, and facilitating communications amongst, the Trust’s and the Fund’s service providers; (x) as reasonably requested by the audit committee of the Board, assisting the audit committee in their monitoring the performance of, and facilitating their communications with, the Fund’s independent registered public accounting firm; (xi) responding to reasonable requests from the Board related to the services performed by the Manager and the services performed by the Trust’s and the Fund’s other service providers; (xii) preparing reports to the Board concerning the performance and fees of the Trust’s service providers as the Board may reasonably request; (xiii) preparing such other reports relating to the business and affairs of the Trust as from time to time determined by the Manager or as may from time to time be mutually agreed upon by the Manager and the Board; (xiv) reviewing the appropriateness of payment of the Trust’s and the Fund’s expenses and preparing and monitoring expense budgets for the Fund,; (xv) providing reasonable assistance to, monitoring the level of performance by, coordinating with and overseeing the Trust’s and the Fund’s other service providers in their preparation of regulatory filings and certain shareholder communications, including, but not limited to, the Trust’s Registration Statement on Form N-1A and amendments thereto; annual and semi-annual reports to shareholders; proxy materials (if any); Form N-SAR, Form N-CSR, Form N-Q and Form N-PX (and any similar successor or additional forms), and arranging any required filings with the Securities and Exchange Commission (the “Commission”); (xvi) providing reasonable assistance to, monitoring the level of performance by, coordinating with and overseeing the Trust’s and the Fund’s pricing vendors, valuation agents and other service providers in their daily pricing and valuation of the Fund’s investment portfolio and in such service providers’ determination and publication of the Fund’s daily net asset value quotations and any of such service providers’ other valuation-related responsibilities, all in accordance with procedures adopted by the Board, and reporting to the Board any recommendations resulting from such monitoring; (xvii) providing reasonable assistance to the Trust’s and the Fund’s other service providers in their preparation and filing of the Fund’s federal, state and local income tax returns and any other required tax returns or reporting; (xviii) as reasonably requested by the Trust’s trustees who are not “interested persons” (as defined in the 1▇▇▇ ▇▇▇) of the Trust (the “Independent Trustees”), providing reasonable assistance to their independent legal counsel; (xix) consulting with the Trust’s officers, independent accountants, legal counsel, custodian, accounting agent and dividend disbursing agent in their establishing and implementing the fund accounting policies of the Fund; (xx) preparing and/or assisting in the preparation of such information and reports as may be required by any banks or other lenders from which the Fund borrows; (xxi) providing reasonable assistance to the Trust’s and the Fund’s other service providers in their determination of the amounts available for distribution as dividends and distributions to be paid by the Fund to its shareholders and facilitating communications between such Fund’s dividend disbursing agent and custodian, including with respect to effecting the payment of dividends and distributions and implementing such Fund’s dividend reinvestment plan; (xxii) responding to and/or assisting the Fund’s transfer agent in responding to inquiries from existing Fund shareholders regarding the Fund’s investment policies, performance and investment program, and providing periodic shareholder communications regarding the Fund’s investment policies, performance and investment program including but not limited to shareholder letters for inclusion in the Fund’s semi-annual and annual reports and quarterly portfolio commentary; (xxiii) providing reasonable assistance to the Trust’s Chief Compliance Officer in his development, implementation and administration of the Trust’s policies and procedures adopted pursuant to Rule 38a-1 under the 1▇▇▇ ▇▇▇) as well as the Trust’s policies and procedures for compliance with state and foreign laws and regulations applicable to the operation of investment companies, and monitoring the level of performance by any other service providers engaged for such purposes (e.g., blue sky filing agents); and (xxiv) assisting and coordinating in the preparation by the Trust’s and Fund’s other service providers of materials for regular and special Board meetings and preparing such other materials as the Board may reasonably request.