Blue Harbour's Compliance Manual sets forth its policies for managing potential conflicts of interest in the investment process. Blue Harbour's General Counsel and Chief Compliance Officer, Robert Rasamny, is primarily responsible for administering such conflict of interest policies. Blue Harbour's Investment Committee meets on a weekly basis to discuss all names in the portfolio, at which time any relevant conflicts of interest are appropriately resolved. In addition, Blue Harbour's Compliance Manual includes specific conflicts of interest policies relating to, among other matters, the payment of brokerage commissions, best execution in the trading process, proxy voting, personal account trading, gifts and entertainment, political contributions, allocation of trades, and outside business activities. The Chief Compliance Officer attends each investment committee meeting and is assisted by outside counsel and compliance consultants, as needed, in administering and carrying out the policies described above.