12.
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Duration and Termination. The Agreement will become effective as to a Fund upon execution or, if later, on the date that initial capital for such Fund is first provided to it and, unless sooner terminated as provided herein, will continue in effect for two years from the effective date of the initial Investment Sub-Advisory Agreement with regard to all Fund(s) covered by this Agreement. Thereafter, if not terminated as to a Fund, this Agreement will continue from year to year through September 30th of each successive year following the initial two year period, for each Fund covered by this Agreement, as listed on Schedule A, provided that such continuation is specifically approved at least annually by the Fund’s Board of Managers or by vote of a majority of the outstanding voting securities of such Fund(s), and in either event approved also by a majority of the Members of the Fund’s Board of Managers who are not interested persons of the Fund, or of the Adviser, or of the Sub-Adviser. Notwithstanding the foregoing, this Agreement may be terminated as to a Fund at any time, without the payment of any penalty, on sixty days’ written notice by the Fund or Adviser, or on sixty days’ written notice by the Sub-Adviser. This Agreement will immediately terminate in the event of its assignment. (As used in this Agreement, the terms “majority of the outstanding voting securities”, “interested persons” and “assignment” have the same meaning of such terms as in the 1940 Act.) Section 10 and 11 herein shall survive the termination of this Agreement.
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Jackson National Asset Management, LLC |
Mellon Capital Management Corporation
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By: |
/s/ Mark D. Nerud
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By: |
/s/ Janet Lee
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Name: | Mark D. Nerud | Name: | Janet Lee | |
Title: | President and CEO | Title: | Director |