Common use of Transactions in Derivatives Clause in Contracts

Transactions in Derivatives. (a) Subject always to the provisions and restrictions contained in the Policies, the Sub-Adviser has authority and power on behalf of the Fund to purchase, sell, hold, effect, settle, close-out and generally deal in and with domestic or foreign Derivatives (which term, for the purposes of this Section 6, shall be defined as disclosed in the Fund’s prospectus and statement of additional information ) and the Adviser agrees that: (i) the Sub-Adviser is authorized to select the counterparties with which Derivatives are traded and the brokerage firms through which Derivatives are traded and the clearing houses through which Derivatives are cleared and settled for the Fund, and negotiate as the Fund’s agent any account agreements, clearing agreements, Master Agreements (ISDA, IFEMA, GMRA or such other industry standard agreements, including netting agreements required for the execution of particular transactions) or other documents required or deemed appropriate by such brokers or by the Sub-Adviser and the Sub-Adviser may execute such documents as agent for the Fund; provided that the Sub-Adviser shall provide the Adviser with such documents as may reasonably be requested from time to time; and (ii) to the extent required by any market, clearing house or exchange, the Sub-Adviser is authorized to and may reveal the Adviser’s and Fund’s identity and address to any relevant party through which Derivatives are traded or cleared. (b) The Adviser understands that markets, clearing houses and exchanges may require that anyone trading in Derivatives advance collateral to meet initial and variation margin requirements depending on relevant markets, clearing houses and exchanges and applicable law and regulation. The Sub-Adviser is hereby authorized to make any required arrangements to meet the collateral requirements in order to be compliant with the laws and regulations that are or will come into force and are applicable to the Sub-Advised Assets. The Sub-Adviser is further authorized to instruct the Custodian to advance cash, securities and/or repos as collateral to an account designated by the clearing house/member or bi-lateral counterparty, as applicable, in order to meet margin and collateral payments as required by the rules of exchanges or markets on which Derivatives are dealt by the Sub-Adviser as the Fund’s agent.

Transactions in Derivatives. (a) 3.1 Subject always to the provisions and restrictions contained in the PoliciesInvestment Guidelines, the Sub-Adviser Trust’s Derivatives Instruments Procedures as provided to the Subadviser and the 1940 Act and Section 1.1.i. of this Appendix B, the Subadviser has authority and power on behalf of the Fund Adviser to purchase, sell, hold, effect, settle, close-out and generally deal in and with domestic or foreign Derivatives (which termshall include Contingent Liability Investments and “over the counter” Options or other transactions in Derivatives (including, for without limitation, swaps, swaptions, credit default swaps, loan credit default swaps, structured products, securitised derivatives and strips) on contractual terms other than those of investment exchanges recognised or designated by the purposes of this Section 6, shall be defined as disclosed in the Fund’s prospectus and statement of additional information FSA) and the Adviser agrees that: (i) a. Consistent with the Sub-Adviser Trust’s affiliated trading policies and the 1940 Act, the Subadviser is authorized authorised to select review and recommend the counterparties with which Derivatives are traded and the brokerage firms (including Affiliates) through which Derivatives are traded and the clearing houses through which Derivatives are cleared and settled for the Fund, Fund and negotiate to initiate the negotiation as the FundAdviser’s agent any account agreements, clearing agreements, Master Agreements (ISDA, IFEMA, GMRA or such other industry standard agreements, including netting agreements required for the execution of particular transactions) or other documents required or deemed appropriate by such brokers or by the Sub-Adviser Subadviser subject to the final approval and the Sub-Adviser may execute execution of such documents as agent for the Fund; provided that the Sub-Adviser shall provide the Adviser with such documents as may reasonably be requested from time to timeagreements by a Trust officer; and (ii) b. to the extent required by any market, clearing house market or exchange, the Sub-Adviser Subadviser is authorized authorised to and may reveal the Adviser’s and Fund’s identity and address to any relevant party through which Derivatives are traded or cleared. (b) 3.2 The Adviser understands that markets, clearing houses markets and exchanges may require that anyone trading in Derivatives must advance or segregate collateral to meet initial and variation margin requirements depending on relevant marketsrequirements. Subject to the Trust’s Derivatives Instruments Procedures and the 1940 Act, clearing houses and exchanges and applicable law and regulation. The Sub-Adviser the Subadviser is hereby authorized to make any required arrangements to meet the collateral requirements in order to be compliant with the laws and regulations that are or will come into force and are applicable to the Sub-Advised Assets. The Sub-Adviser is further authorized authorised to instruct the Custodian to advance cash, cash or securities and/or repos as collateral to an account designated by the clearing house/member or bi-lateral counterparty, as applicable, in order broker to meet margin and collateral payments as required by the rules of exchanges or markets on which Derivatives are dealt by the Sub-Adviser Subadviser as the FundAdviser’s agent. If, under the rules of such exchanges or markets, adverse market movements occur such that margin calls are increased and insufficient funds are available in the Portfolio, to meet such margin calls the Subadviser may request that the Adviser cause the Fund to make additional funds temporarily available at short notice (in some cases less than 24 hours) until assets can be realised to cover the related margin call. The Adviser understands and agrees that if it is unwilling or unable to cause the Funds to make such funds available, the Adviser’s positions may be closed out, resulting in a loss to the Fund for which the Subadviser shall not be liable.

Transactions in Derivatives. (a) 3.1 Subject always to the provisions and restrictions contained in the PoliciesInvestment Guidelines, the Sub-Adviser has Trust’s Derivatives Instruments Procedures as provided to the Subadviser and the 1940 Act and Section 1.1.i. of this Appendix B, the Subadvisers have authority and power on behalf of the Fund Adviser to purchase, sell, hold, effect, settle, close-out and generally deal in and with domestic or foreign Derivatives (which termshall include Contingent Liability Investments and “over the counter” Options or other transactions in Derivatives (including, for without limitation, swaps, swaptions, credit default swaps, loan credit default swaps, structured products, securitized derivatives and strips) on contractual terms other than those of investment exchanges recognized or designated by the purposes of this Section 6, shall be defined as disclosed in the Fund’s prospectus and statement of additional information FSA) and the Adviser agrees that: (i) a. Consistent with the Sub-Adviser is Trust’s affiliated trading policies and the 1940 Act, the Subadvisers are authorized to select review and recommend the counterparties with which Derivatives are traded and the brokerage firms (including Affiliates) through which Derivatives are traded and the clearing houses through which Derivatives are cleared and settled for the Fund, Fund and negotiate to initiate the negotiation as the FundAdviser’s agent any account agreements, clearing agreements, Master Agreements (ISDA, IFEMA, GMRA or such other industry standard agreements, including netting agreements required for the execution of particular transactions) or other documents required or deemed appropriate by such brokers or by the Sub-Adviser Subadvisers subject to the final approval and the Sub-Adviser may execute execution of such documents as agent for the Fund; provided that the Sub-Adviser shall provide the Adviser with such documents as may reasonably be requested from time to timeagreements by a Trust officer; and (ii) b. to the extent required by any market, clearing house market or exchange, the Sub-Adviser is Subadvisers are authorized to and may reveal the Adviser’s and Fund’s identity and address to any relevant party through which Derivatives are traded or cleared. (b) 3.2 The Adviser understands that markets, clearing houses markets and exchanges may require that anyone trading in Derivatives must advance or segregate collateral to meet initial and variation margin requirements depending on relevant markets, clearing houses and exchanges and applicable law and regulationrequirements. The Sub-Adviser is hereby authorized to make any required arrangements to meet the collateral requirements in order to be compliant with the laws and regulations that are or will come into force and are applicable Subject to the Sub-Advised Assets. The Sub-Adviser is further Trust’s Derivatives Instruments Procedures and the 1940 Act, the Subadvisers are hereby authorized to instruct the Custodian to advance cash, cash or securities and/or repos as collateral to an account designated by the clearing house/member or bi-lateral counterparty, as applicable, in order broker to meet margin and collateral payments as required by the rules of exchanges or markets on which Derivatives are dealt by the Sub-Adviser Subadvisers as the FundAdviser’s agentagents. If, under the rules of such exchanges or markets, adverse market movements occur such that margin calls are increased and insufficient funds are available in the Portfolio, to meet such margin calls the Subadvisers may request that the Adviser cause the Fund to make additional funds temporarily available at short notice (in some cases less than 24 hours) until assets can be realized to cover the related margin call. The Adviser understands and agrees that if it is unwilling or unable to cause the Funds to make such funds available, the Adviser’s positions may be closed out, resulting in a loss to the Fund for which the Subadvisers shall not be liable.

Transactions in Derivatives. (a) Subject always to the provisions and restrictions contained in the Policies, the Sub-Adviser has authority and power on behalf of the Fund to purchase, sell, hold, effect, settle, close-out and generally deal in and with domestic or foreign Derivatives (which term, for the purposes of this Section 6, shall be defined as disclosed in the Fund’s prospectus and statement of additional information information) and the Adviser agrees that: (i) the Sub-Adviser is authorized to select the counterparties with which Derivatives are traded and the brokerage firms through which Derivatives are traded and the clearing houses through which Derivatives are cleared and settled for the Fund, and negotiate as the Fund’s agent any account agreements, clearing agreements, Master Agreements (ISDA, IFEMA, GMRA or such other industry standard agreements, including netting agreements required for the execution of particular transactions) or other documents required or deemed appropriate by such brokers or by the Sub-Adviser and the Sub-Adviser may execute such documents as agent for the Fund; provided that the Sub-Adviser shall provide the Adviser with such documents as may reasonably be requested from time to time; and (ii) to the extent required by any market, clearing house or exchange, the Sub-Adviser is authorized to and may reveal the Adviser’s and Fund’s identity and address to any relevant party through which Derivatives are traded or cleared. (b) The Adviser understands that markets, clearing houses and exchanges may require that anyone trading in Derivatives advance collateral to meet initial and variation margin requirements depending on relevant markets, clearing houses and exchanges and applicable law and regulation. The Sub-Adviser is hereby authorized to make any required arrangements to meet the collateral requirements in order to be compliant with the laws and regulations that are or will come into force and are applicable to the Sub-Advised Assets. The Sub-Adviser is further authorized to instruct the Custodian to advance cash, securities and/or repos as collateral to an account designated by the clearing house/member or bi-lateral counterparty, as applicable, in order to meet margin and collateral payments as required by the rules of exchanges or markets on which Derivatives are dealt by the Sub-Adviser as the Fund’s agent. (c) For purposes of this Agreement, the term “Derivatives” is defined as currency or interest rate derivatives that hedge currency or interest rate risks associated with one or more specific equity or fixed-income investments held by the Fund (which must be foreign-currency-denominated in the case of currency derivatives), or the Fund’s borrowings, provided that the currency or interest rate derivatives are entered into and maintained by the Fund for hedging purposes and that the notional amounts of such derivatives do not exceed the value of the hedged investments (or the par value thereof, in the case of fixed-income investments, or the principal amount, in the case of borrowing) by more than 10 percent.

Transactions in Derivatives. (a) 3.1 Subject always to the provisions and restrictions contained in the PoliciesInvestment Guidelines, the Sub-Adviser Trust’s Derivatives Instruments Procedures as provided to the Subadviser and the 1940 Act and Section 1.1.i. of this Appendix B, the Subadviser has authority and power on behalf of the Fund Adviser to purchase, sell, hold, effect, settle, close-out closeout and generally deal in and with domestic or foreign Derivatives (which termshall include Contingent Liability Investments and “over the counter” Options or other transactions in Derivatives (including, for without limitation, swaps, swaptions, credit default swaps, loan credit default swaps, structured products, securitized derivatives and strips) on contractual terms other than those of investment exchanges recognized or designated by the purposes of this Section 6, shall be defined as disclosed in the Fund’s prospectus and statement of additional information FSA) and the Adviser agrees that: (i) a. Consistent with the Sub-Adviser Trust’s affiliated trading policies and the 1940 Act, the Subadviser is authorized to select review and recommend the counterparties with which Derivatives are traded and the brokerage firms (including Affiliates) through which Derivatives are traded and the clearing houses through which Derivatives are cleared and settled for the Fund, Fund and negotiate to initiate the negotiation as the FundAdviser’s agent any account agreements, clearing agreements, Master Agreements (ISDA, IFEMA, GMRA or such other industry standard agreements, including netting agreements required for the execution of particular transactions) or other documents required or deemed appropriate by such brokers or by the Sub-Adviser Subadviser subject to the final approval and the Sub-Adviser may execute execution of such documents as agent for the Fund; provided that the Sub-Adviser shall provide the Adviser with such documents as may reasonably be requested from time to timeagreements by a Trust officer; and (ii) b. to the extent required by any market, clearing house market or exchange, the Sub-Adviser Subadviser is authorized to and may reveal the Adviser’s and Fund’s identity and address to any relevant party through which Derivatives are traded or cleared. (b) 3.2 The Adviser understands that markets, clearing houses markets and exchanges may require that anyone trading in Derivatives must advance or segregate collateral to meet initial and variation margin requirements depending on relevant marketsrequirements. Subject to the Trust’s Derivatives Instruments Procedures and the 1940 Act, clearing houses and exchanges and applicable law and regulation. The Sub-Adviser the Subadviser is hereby authorized to make any required arrangements to meet the collateral requirements in order to be compliant with the laws and regulations that are or will come into force and are applicable to the Sub-Advised Assets. The Sub-Adviser is further authorized to instruct the Custodian to advance cash, cash or securities and/or repos as collateral to an account designated by the clearing house/member or bi-lateral counterparty, as applicable, in order broker to meet margin and collateral payments as required by the rules of exchanges or markets on which Derivatives are dealt by the Sub-Subadviser as the Adviser’s agents. If, under the rules of such exchanges or markets, adverse market movements occur such that margin calls are increased and insufficient funds are available in the Portfolio, to meet such margin calls the Subadviser may request that the Adviser as cause the Fund to make additional funds temporarily available at short notice (in some cases less than 24 hours) until assets can be realized to cover the related margin call. The Adviser understands and agrees that if it is unwilling or unable to cause the Funds to make such funds available, the Fund’s agentpositions may be closed out, resulting in a loss to the Fund for which the Subadviser shall not be liable.

Transactions in Derivatives. (a) Subject always to the provisions and restrictions contained in the PoliciesAppendix B, the Sub-Adviser has authority and power on behalf of the Fund to purchase, sell, hold, effect, settle, close-out and generally deal in and with domestic or foreign Derivatives (which term, for the purposes of this Section 6, shall be defined as disclosed include Contingent Liability Investments and “over the counter” Options or other transactions in Derivatives on contractual terms other than those of investment exchanges recognised or designated by the Fund’s prospectus and statement of additional information United Kingdom Financial Conduct Authority) and the Adviser agrees Advisers agree that: (i) the Sub-Adviser is authorized authorised to select the counterparties with which Derivatives are traded and the brokerage firms through which Derivatives are traded and the clearing houses through which Derivatives are cleared and settled for the Fund, and negotiate as the Fund’s agent any account agreements, clearing agreements, Master Agreements (ISDA, IFEMA, GMRA or such other industry standard agreements, including netting agreements required for the execution of particular transactions) or other documents required or deemed appropriate by such brokers or by the Sub-Adviser and the Sub-Adviser may execute such documents as agent for the Fund; provided that the Sub-Adviser shall provide the Adviser Adviser, with such documents as may reasonably be requested from time to timethen being executed by the Adviser; and (ii) to the extent required by any market, clearing house or exchange, the Sub-Adviser is authorized authorised to and may reveal the Adviser’s Advisers’ and Fund’s identity and address to any relevant party through which Derivatives are traded or cleared. (b) The Adviser understands Advisers understand that markets, clearing houses and exchanges may require that anyone trading in Derivatives must advance collateral to meet initial and variation margin requirements depending on relevant markets, clearing houses and exchanges and applicable law and regulationrequirements. The Sub-Adviser is hereby authorized authorised to make any required arrangements to meet the collateral requirements in order to be compliant with the laws and regulations that are or will come into force and are applicable to the Sub-Advised Assets. The Sub-Adviser is further authorized authorised to instruct the Custodian to advance cash, securities and/or repos as collateral to an account designated by the clearing house/member or bi-lateral counterparty, as applicable, in order to meet margin and collateral payments as required by the rules of exchanges or markets on which Derivatives are dealt by the Sub-Adviser as the Fund’s agent. (c) The Advisers hereby appoint the Sub-Adviser as its process agent to receive on its behalf service of process for any proceedings in England. Service upon the process agent shall be good service upon the Fund whether or not it is forwarded to and received by the Fund or the Advisers.

Transactions in Derivatives. (a) 3.1 Subject always to the provisions and restrictions contained in the PoliciesInvestment Guidelines, the Sub-Adviser Trust’s Derivatives Instruments Procedures as provided to the Subadviser and the 1940 Act and Section 1.1.i. of this Appendix B, the Subadviser has authority and power on behalf of the Fund Adviser to purchase, sell, hold, effect, settle, close-out and generally deal in and with domestic or foreign Derivatives (which termshall include Contingent Liability Investments and “over the counter” Options or other transactions in Derivatives (including, for without limitation, swaps, swaptions, credit default swaps, loan credit default swaps, structured products, securitized derivatives and strips) on contractual terms other than those of investment exchanges recognized or designated by the purposes of this Section 6, shall be defined as disclosed in the Fund’s prospectus and statement of additional information FCA) and the Adviser agrees that: (i) a. Consistent with the Sub-Adviser Trust’s affiliated trading policies and the 1940 Act, the Subadviser is authorized to select review and recommend the counterparties with which Derivatives are traded and the brokerage firms (including Affiliates) through which Derivatives are traded and the clearing houses through which Derivatives are cleared and settled for the Fund, Fund and negotiate to initiate the negotiation as the FundAdviser’s agent any account agreements, clearing agreements, Master Agreements (ISDA, IFEMA, GMRA or such other industry standard agreements, including netting agreements required for the execution of particular transactions) or other documents required or deemed appropriate by such brokers or by the Sub-Adviser Subadviser subject to the final approval and the Sub-Adviser may execute execution of such documents as agent for the Fund; provided that the Sub-Adviser shall provide the Adviser with such documents as may reasonably be requested from time to timeagreements by a Trust officer; and (ii) b. to the extent required by any market, clearing house market or exchange, the Sub-Adviser Subadviser is authorized to and may reveal the Adviser’s and Fund’s identity and address to any relevant party through which Derivatives are traded or cleared. (b) 3.2 The Adviser understands that markets, clearing houses markets and exchanges may require that anyone trading in Derivatives must advance or segregate collateral to meet initial and variation margin requirements depending on relevant marketsrequirements. Subject to the Trust’s Derivatives Instruments Procedures and the 1940 Act, clearing houses and exchanges and applicable law and regulation. The Sub-Adviser the Subadviser is hereby authorized to make any required arrangements to meet the collateral requirements in order to be compliant with the laws and regulations that are or will come into force and are applicable to the Sub-Advised Assets. The Sub-Adviser is further authorized to instruct the Custodian to advance cash, cash or securities and/or repos as collateral to an account designated by the clearing house/member or bi-lateral counterparty, as applicable, in order broker to meet margin and collateral payments as required by the rules of exchanges or markets on which Derivatives are dealt by the Sub-Adviser Subadviser as the FundAdviser’s agent. If, under the rules of such exchanges or markets, adverse market movements occur such that margin calls are increased and insufficient funds are available in the Portfolio, to meet such margin calls the Subadviser may request that the Adviser cause the Fund to make additional funds temporarily available at short notice (in some cases less than 24 hours) until assets can be realized to cover the related margin call. The Adviser understands and agrees that if it is unwilling or unable to cause the Funds to make such funds available, the Adviser’s positions may be closed out, resulting in a loss to the Fund for which the Subadviser shall not be liable.