Common use of Borrowings Clause in Contracts

Borrowings. In connection with any borrowings by the Trust, the Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, the Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust shall cause all Securities securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, the Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's ’s delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust shall cause all Securities securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the TrustCompany, the Trust Company will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust Company shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the TrustCompany, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust Company on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver or segregate or otherwise identify on its books on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliverdeliver or segregate or otherwise identify on its books, in the manner directed by the TrustCompany, such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust Company shall cause all Securities securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, Corporation ,the Trust Corporation will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust Corporation shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, Corporation ,or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust Corporation on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, Corporation ,such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust Corporation shall cause all Securities securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, Corporation ,the Trust Corporation will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust Corporation shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, Corporation ,or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust Corporation on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, Corporation ,such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.any

Borrowings. In connection with any borrowings by the TrustCompany, the Trust Company will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust Company shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the TrustCompany, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust Company on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver or segregate or otherwise identify on its books on the borrowing date specified in the Written Instructions the required collateral against the lender's ’s delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliverdeliver or segregate or otherwise identify on its books, in the manner directed by the TrustCompany, such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust Company shall cause all Securities securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trusta Fund, the Trust Fund will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust Fund shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the TrustFund, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust Fund on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver or segregate or otherwise identify on its books on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliverdeliver or segregate or otherwise identify on its books, in the manner directed by the TrustFund, such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust Fund shall cause all Securities securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, the The Trust will cause any person from which it borrows money on behalf of a Fund using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to the Custodian Written or Oral Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreementTrust on behalf of the Fund, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the "borrowing date"), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust Fund on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instructions do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because by any promissory note or loan agreement executed by the Trust on behalf of the loana Fund. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by the Trust, the The Trust will cause any person (including the Custodian) from which it borrows money using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to the Custodian Written or Oral Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreement, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the "borrowing date"), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instruction do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because of by any promissory note or loan agreement executed by the loanTrust. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by the Trust, the Trust The Fund will cause any person (including the Custodian) from which it borrows money using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Trust against delivery of a stated amount of collateral. The Trust Fund shall promptly deliver to the Custodian Written or Oral Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreementTrust on behalf of the Fund, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the "borrowing date"), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust Fund on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instruction do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because by any promissory note or loan agreement executed by the Trust on behalf of the loana Fund. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by the Trust, the Trust The Fund will cause any person from which it borrows money using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Company against delivery of a stated amount of collateral. The Trust Fund shall promptly deliver to the Custodian Written or Oral Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreementCompany on behalf of the Fund, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the "borrowing date"), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust Fund on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instructions do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because by any promissory note or loan agreement executed by the Company on behalf of the loana Fund. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by the Trust, the ----------- Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, the Trust The Fund will cause any person (including the Custodian) from which it borrows money using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Trust against delivery of a stated amount of collateral. The Trust Fund shall promptly deliver to the Custodian Written or Oral Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreementTrust on behalf of the Fund, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the “borrowing date”), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust Fund on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instruction do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because by any promissory note or loan agreement executed by the Trust on behalf of the loana Fund. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any certain borrowings by a Fund (including any borrowing by a Fund from the TrustCustodian pursuant to a separate agreement), the Trust Company will cause to be delivered to the Custodian by a bank or broker the lender requiring Securities or other assets as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker lender setting forth the amount of collateral. The Trust Company shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or brokerlender, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the TrustCompany, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust be borrowed by a Fund on the borrowing date, and (f) the description of the Securities or other assets securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver or segregate or otherwise identify on its books on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliverdeliver or segregate or otherwise identify on its books, in the manner directed by the TrustCompany, such Securities or other assets as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust Company shall cause all Securities and other assets released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, the The Trust will cause any person from which it borrows money on behalf of a Fund using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to the Custodian Written or Oral Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreementTrust on behalf of the Fund, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the “borrowing date”), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust Fund on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instructions do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because by any promissory note or loan agreement executed by the Trust on behalf of the loana Fund. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by the Trust, the Trust The Fund will cause any person from which it borrows money on behalf of a Fund using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Fund against delivery of a stated amount of collateral. The Trust Fund shall promptly deliver to the Custodian Written or Oral Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreementFund on behalf of the Fund, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the “borrowing date”), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust Fund on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instructions do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because by any promissory note or loan agreement executed by the Fund on behalf of the loana Fund. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by the Trust, the Trust The Company will cause any person from which it borrows money on behalf of a Fund using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Company against delivery of a stated amount of collateral. The Trust Company shall promptly deliver to the Custodian Written Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreementCompany on behalf of the Fund, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the “borrowing date”), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust Fund on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instructions do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because by any promissory note or loan agreement executed by the Company on behalf of the loana Fund. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Company shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by the Trust, the ---------- Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, the The Trust will cause any person (including the Custodian) from which it borrows money using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to the Custodian Written or Oral Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreement, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the "borrowing date"), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares Interests or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instruction do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because of by any promissory note or loan agreement executed by the loanTrust. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by the Trusta Fund, the Trust such Fund will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust A Fund shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trusta Fund, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust Fund on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the TrustFund, such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust A Fund shall cause all Securities securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trusta Fund, the Trust Fund will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust Fund shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the TrustFund, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust Fund on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver or segregate or otherwise identify on its books on the borrowing date specified in the Written Instructions the required collateral against the lender's ’s delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliverdeliver or segregate or otherwise identify on its books, in the manner directed by the TrustFund, such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust Fund shall cause all Securities securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Corporation/Trust, the Corporation/Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Corporation/Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Corporation/Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Corporation/Trust on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Corporation/Trust, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Corporation/Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, ---------- the Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings (a) Upon the execution and delivery of the Notice of Borrowing to the Lender at least one (1) Business Day prior to the Closing Date, on the Tranche A Borrowing Date, the Lender shall make available to the Borrower by wire transfer of immediately available funds, or by the TrustBorrower’s draw on the Letter of Credit, the Trust will cause principal amount of the Tranche A Loan. (b) Upon each of the Tranche B Borrowing Date and Tranche C Borrowing Date, unless the Borrower shall have provided the Lender with a Specific Borrowing Notice (as provided in subsection (c) below), the Borrower shall be deemed to be have delivered to the Custodian Lender a duly executed Notice of Borrowing, satisfying the requirements of Section 5.02(d) and (e) with respect to the Tranche B Loan or the Tranche C Loan, as applicable, and the Lender shall make available to the Borrower on the applicable Draw Date the principal amount of the Tranche B Loan or Tranche C Loan, as applicable, by a bank or broker requiring Securities as collateral wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Borrower most recently designated by it for such borrowings purpose by notice to the Lender (including or with respect to the Custodian Tranche B Loan, by the Borrower’s draw on the Letter of Credit). Notwithstanding the foregoing, if the borrowing is from Lender does not receive a Specific Borrowing Notice, the Custodian)Lender may, prior to the scheduled Draw Date, require that the Borrower execute and deliver a notice or undertaking Notice of Borrowing. (c) In the event that (i) the Borrower will be unable to make the certifications, representations and warranties in the form currently employed by Notice of Borrowing on any Draw Date, or (ii) elects not to borrow a Loan on the applicable Draw Date, then the Borrower shall, at least two (2) Business Days in advance of such bank or broker setting forth the amount of collateral. The Trust shall promptly Draw Date, deliver to the Custodian Written Instructions specifying Lender written notice describing (x) the certifications, representations and warranties in the Notice of Borrowing that it is unable to make on such Draw Date or (y) the request not to have the Loan funded on the applicable Draw Date, as the case may be (each such notice, a “Specific Borrowing Notice”); provided, however, that with respect to each any Loan regarding which the Borrower is either unable to make the requisite certifications, representations and warranties in the Notice of Borrowing on the applicable Draw Date, or elects not to borrow such borrowing: (a) Loan on such Draw Date, the name Borrower shall thereafter be entitled to borrow any such Loan on any date subsequent to the originally scheduled Draw Date, but prior to the earlier of the bank or broker, (b) Tranche C Borrowing Date and the amount and terms expiration of the borrowingCommitments (the “Rescheduled Draw Date”), which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of a Notice of Borrowing containing the total loan amount then payablerequisite certifications, provided that the same conforms representations and warranties three (3) Business Days prior to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriateRescheduled Draw Date.

Borrowings. In connection with any borrowings by the Trust, the Trust The Fund will cause any person (including the Custodian) from which it borrows money using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the RIC against delivery of a stated amount of collateral. The Trust Fund shall promptly deliver to the Custodian Written or Oral Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreementRIC on behalf of the Fund, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the "borrowing date"), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust Fund on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instructions do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because by any promissory note or loan agreement executed by the RIC on behalf of the loana Fund. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by the Trust, the Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's ’s delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, . in the manner directed by the Trust, such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust shall cause all Securities securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, the Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.the

Borrowings. In connection with any borrowings by the TrustFund, the Trust Fund will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust Fund shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the TrustFund, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust Fund on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the TrustFund, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust Fund shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, the The Trust will cause any person (including the Custodian) from which it borrows money using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to the Custodian Written or Oral Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreement, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the ""borrowing date""), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instruction do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because of by any promissory note or loan agreement executed by the loanTrust. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by the TrustCorporation acting on behalf of a Fund, the Trust Corporation will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust Corporation shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the TrustCorporation on behalf of the Fund, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount of loan proceeds payable to the Trust Fund on the borrowing datedate of borrowing, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the date of borrowing date specified in the Written Instructions Instructions, the collateral required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the TrustCorporation, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust Corporation shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate. It is expressly understood that borrowings effected by the Custodian hereunder shall be made only in compliance with the Corporation’s then effective Registration Statement on Form N-1A as the same relates to the investment policies and restrictions of the Fund.

Borrowings. In connection with any borrowings by the Trust, the Trust The Fund will cause any person (including the Custodian) from which it borrows money using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Company against delivery of a stated amount of collateral. The Trust Fund shall promptly deliver to the Custodian Written or Oral Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreementCompany on behalf of the Fund, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the "borrowing date"), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust Fund on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instructions do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because by any promissory note or loan agreement executed by the Company on behalf of the loana Fund. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by the Trust, the Trust The Company will cause any person (including the Custodian) from which it borrows money using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Company against delivery of a stated amount of collateral. The Trust Company shall promptly deliver to the Custodian Written or Oral Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreementCompany, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the "borrowing date"), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust Company on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written or Oral Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instructions do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because of by any promissory note or loan agreement executed by the loanCompany. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Written or Oral Instructions. The Company shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by If and to the Trustextent permitted, the Trust will cause any person from which it borrows money on behalf of a Fund using Securities as collateral to be delivered deliver to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or of undertaking in the form currently employed by such bank or broker the lender setting forth the amount that the lender will loan to the Trust against delivery of a stated amount of collateral. The Prior to settlement on such borrowing, the Trust shall promptly deliver to the Custodian Written Appropriate Instructions specifying with respect to for each such borrowing: loan, stating (ai) the name of the bank or brokerlender, (bii) the amount and terms of the borrowingloan, which terms may be set forth specified by incorporating by reference an attached promissory note or loan agreement duly endorsed by the Trust, or a loan agreementTrust on behalf of the Fund, (ciii) the time and date, and time if known, on which the loan is to will be entered intoconsummated (the “borrowing date”), (div) the date on which the loan becomes due and payable, (ev) the total amount payable to the Trust Fund on the borrowing date, (vi) the market value of Securities to be delivered as collateral for such loan and (fvii) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or principal amount of the principal amountSecurities to be delivered as collateral. The Custodian shall deliver on the borrowing date such specified collateral and the executed promissory note, if any, and receive from the lender the total amount of the loan proceeds; provided, however, that no delivery of Securities shall occur if the amount of loan proceeds does not conform to the amount set forth in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Appropriate Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to or if such Instructions do not contain the Custodian and the Custodian shall receive from time to time such return requirements of collateral as may be tendered to it(vii) above. The Custodian may, at the option of the lender, keep such collateral in its possession, ; provided such collateral is subject to all rights therein given to the lender because by any promissory note or loan agreement executed by the Trust on behalf of the loana Fund. The Custodian may require such reasonable conditions regarding such shall deliver, from time to time, any Securities required as additional collateral and its dealings with third-party lenders as it may deem appropriatefor any transaction described in this Section, upon receipt of Appropriate Instructions. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian.

Borrowings. In connection with any borrowings by the Trusta Fund, the Trust such Fund will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust A Fund shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trusta Fund, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust Fund on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's ’s delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the TrustFund, such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust A Fund shall cause all Securities securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, the Trust will cause to be delivered bedelivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including borrowings(including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently formcurrently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver promptlydeliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of nameof the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by incorporatingby reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time andtime if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payableandpayable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities thesecurities securing the loan, including the name of the issuer, the title and the number of shares or other units otherunits or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions WrittenInstructions the required collateral against the lender's ’s delivery of the total loan amount then payable, ,provided that the same conforms to that which is described in the Written Instructions. The Custodian shall delivershalldeliver, in the manner directed by the Trust, such Securities securities as additional collateral, as may be specified in Written inWritten Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust shall cause all Securities released securitiesreleased from collateral status to be returned directly to the Custodian and the Custodian shall receive from time fromtime to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, the Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name Upon receiving a request for a cash Advance in accordance with Section 2.3 hereof, Agent shall prior to 2:00 p.m. or as soon as reasonably practical thereafter notify all Lenders of the bank request. Each Lender shall advance its applicable Pro Rata Percentage of the requested Advance to Agent by remitting federal funds, immediately available, to Agent pursuant to Agent's instructions prior to 3:00 p.m. Philadelphia time or brokeras soon as is reasonably practicable thereafter on the date of such notice. Subject to the satisfaction of the terms and conditions hereof, and receipt by the Agent of all required funds from the other Lenders, Agent shall make the requested Advance available to the Borrowers by crediting such amount to SSI's operating account with Agent as soon as is reasonably practicable thereafter on the day on which such Advance was requested. In lieu of the foregoing, Agent may, in its discretion (and without any obligation to do so or continue to do so), fund the Pro Rata Percentage of an Advance (including any cash Advance to reimburse Issuer for unreimbursed draws under a Letter of Credit) on behalf of any one or more Lenders (unconditionally and absolutely obliging such affected Lender to reimburse Agent in full without deduction or setoffs for its portion of such Advance) with a settlement among Lenders on the following Business Day or under such other settlement procedures as Agent and Lenders may mutually agree upon from time to time. (b) Neither Agent nor any other Lender shall be obligated, for any reason whatsoever, to advance the share of any other Lender. If such corresponding amount and terms of is not made available to Agent by such Lender on the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by date the Trust, or a loan agreement, (c) the date, and time if known, on which the loan Advance is to be entered intomade and Agent elects (at its discretion, without any obligation to do so) to make such Lender's share of the Advance (dincluding any cash Advance to reimburse Issuer for unreimbursed draws under a Letter of Credit), Agent shall be entitled to recover such amount on demand from such Lender, together with interest in respect of each day during the period commencing on the date such amount was made available to the Borrowers (or on that date Agent required such funds to be advanced pursuant to the settlement procedures established by Agent) and ending on (but excluding) the date on Agent recovers such amount, at a per annum rate equal to the Fed Funds Rate for the first Business Day and thereafter at two (2) percentage points above the Agent's Prime Rate. Agent shall also be entitled to recover any and all losses and damages (including without limitation, attorneys' fees) from any Lender failing to so advance upon demand of Agent. Agent may set off the obligations of a Lender under this paragraph against any distributions or payments of the Obligations which Agent would otherwise make available to such Lender. To the loan becomes due and payableextent any Lender fails to provide or delays providing its respective Pro Rata Percentage of any requested Advance, such Lender's Pro Rata Percentage of all payments of the Obligations (ebut not its Pro Rata Percentage of Advances required to be funded by such Lender) shall decrease to reflect the actual percentage which its actual outstanding Advances bears to the total amount payable to the Trust on the borrowing date, and (f) the description outstanding Advances of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriateLenders.

Borrowings. In connection with any borrowings by the Trust, the Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) Subject to the name terms and conditions of the bank or brokerthis Agreement, (bi) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian mayTerm Loans shall, at the option of Matria, be either Base Rate or LIBOR Loans, and (ii) the lenderDollar Revolving Loans shall at the option of Matria, keep such collateral be either Base Rate Loans or LIBOR Loans, provided that (i) all Loans comprising the same Borrowing shall, unless otherwise specifically provided herein, be of the same Type (with regard to both currency and interest rate option, in the case of Foreign Currency Revolving Loans), (ii) the Loans made on the Closing Date shall be made initially as Base Rate Loans, (iii) no Borrowing of LIBOR Loans may be made at any time prior to the third (3rd) Business Day after the Closing Date, and no Borrowing of Foreign Currency Revolving Loans may be made at any time prior to the fourth (4th) Business Day after the Closing Date, and (iv) no LIBOR Loans or Foreign Currency Revolving Loans having (in each case) an interest period greater than one month may be borrowed at any time prior to the earlier of the 90th day after the Closing Date and the date upon which the Administrative Agent determines in its possessionsole discretion, subject and notifies Matria, that the primary syndication of the credit facilities provided for hereunder has been completed (the earlier of such dates, the "Syndication Completion Date"). The Swingline Loans shall be made and maintained as Base Rate Loans at all times, and the Foreign Currency Revolving Loans shall at all times bear interest at the Adjusted IBOR Rate. (b) In order to all rights therein make a Borrowing (other than (x) Borrowings of Swingline Loans, which shall be made pursuant to SECTION 2.2(D), (y) Borrowings for the purpose of repaying Refunded Swingline Loans, which shall be made pursuant to SECTION 2.2(E), and (z) Borrowings involving continuations or conversions of outstanding Loans, which shall be made pursuant to SECTION 2.11), the applicable Borrower will give the Administrative Agent written notice not later than 11:00 a.m., Charlotte time, the Applicable Number of Business Days prior to each Borrowing; provided, however, that requests for the Borrowing of the Term Loans and any Revolving Loans to be made on the Closing Date may, at the discretion of the Administrative Agent, be given later than the times specified hereinabove. Each such notice (each, a "Notice of Borrowing") shall be irrevocable, shall be given in the form of EXHIBIT B-1 and shall specify (1) the aggregate principal amount, Class and initial Type of the Loans to be made pursuant to such Borrowing, (2) in the case of a Borrowing of Fixed Rate Loans, the initial Interest Period to be applicable thereto, (3) in the case of a Borrowing of Foreign Currency Revolving Loans, the applicable Foreign Currency, and (4) the requested date of such Borrowing (the "Borrowing Date"), which shall be a Business Day. Upon its receipt of a Notice of Borrowing, the Administrative Agent will promptly notify each Revolving Credit Lender of the proposed Borrowing. Notwithstanding anything to the lender because contrary contained herein: (i) the aggregate principal amount of the loanBorrowing of the Term Loans shall be in the amount of the aggregate Term Loan Commitments; (ii) the aggregate principal amount of each Borrowing comprised of Base Rate Loans shall not be less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof (or, in the case of a Borrowing of Revolving Loans, if less, in the amount of the aggregate Unutilized Revolving Credit Commitments), and the aggregate principal amount of each Borrowing comprised of Fixed Rate Loans shall not be less than a Dollar Amount of $3,000,000 or, if greater, an integral multiple of a Dollar Amount of $1,000,000 in excess thereof; and (iii) if the applicable Borrower shall have failed to select the duration of the Interest Period to be applicable to any Borrowing of Fixed Rate Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month. (c) In the case of each Borrowing of Dollar Revolving Loans (and the Borrowing of the Term Loans), not later than 1:00 p.m., Charlotte time, on the requested Borrowing Date (which shall be the Closing Date, in the case of the Term Loans), each Lender will make available to the Administrative Agent at its office referred to in SECTION 12.5 (or at such other location as the Administrative Agent may designate) an amount, in Dollars and in immediately available funds, equal to the amount of the Dollar Revolving Loan (or the Term Loan, as the case may be) to be made by such Lender. The Custodian To the extent the applicable Lenders have made such amounts available to the Administrative Agent as provided hereinabove, the Administrative Agent will make the aggregate of such amounts available to Matria in accordance with SECTION 2.3(A) and in like funds as received by the Administrative Agent. In the case of each Borrowing of Foreign Currency Revolving Loans, not later than 10:00 a.m., Local Time, on the requested Borrowing Date, each Revolving Credit Lender will make available to the Administrative Agent at the office of its applicable Correspondent (or at such other location as the Administrative Agent may require designate) an amount, in the applicable Foreign Currency and in immediately available funds, equal to the amount of the Foreign Currency Revolving Loan to be made by such reasonable conditions regarding Lender. To the extent the applicable Lenders have made such collateral amounts available to the Administrative Agent as provided hereinabove, the Administrative Agent will make the aggregate of such amounts available to the applicable Borrower in accordance with SECTION 2.3(A) and in like funds as received by the Administrative Agent. (d) In order to make a Borrowing of a Swingline Loan, Matria will give the Administrative Agent and the Swingline Lender written notice not later than 11:00 a.m., Charlotte time, on the date of such Borrowing. Each such notice (each, a "Notice of Swingline Borrowing") shall be irrevocable, shall be given in the form of EXHIBIT B-2 and shall specify (i) the principal amount of the Swingline Loan to be made pursuant to such Borrowing (which shall not be less than $50,000 and, if greater, shall be in an integral multiple of $50,000 in excess thereof (or, if less, in the amount of the Unutilized Swingline Commitment)) and (ii) the requested Borrowing Date, which shall be a Business Day. Not later than 1:00 p.m., Charlotte time, on the requested Borrowing Date, the Swingline Lender will make available to the Administrative Agent at its dealings office referred to in SECTION 12.5 (or at such other location as the Administrative Agent may designate) an amount, in Dollars and in immediately available funds, equal to the amount of the requested Swingline Loan. To the extent the Swingline Lender has made such amount available to the Administrative Agent as provided hereinabove, the Administrative Agent will make such amount available to Matria in accordance with third-party lenders SECTION 2.3(A) and in like funds as it received by the Administrative Agent. (e) With respect to any outstanding Swingline Loans, the Swingline Lender may deem appropriate.at any time (whether or not an Event of Default has occurred and is continuing) in its sole and absolute discretion, and is hereby authorized and empowered by Matria to, cause a Borrowing of Revolving Loans to be made for the purpose of repaying such Swingline Loans by delivering to the Administrative Agent (if the Administrative Agent is different from the Swingline Lender) and each other Revolving Credit Lender (on behalf of, and with a copy to, Matria), not later than 11:00 a.m., Charlotte time, one (1) Business Day prior to the proposed Borrowing Date therefor, a notice (which shall be deemed to be a Notice of Borrowing given by Matria) requesting the Revolving Credit Lenders to make Dollar Revolving Loans (which shall be made initially as Base Rate Loans) on such Borrowing Date in an aggregate amount equal to the amount of such Swingline Loans (the "Refunded Swingline Loans") outstanding on the date such notice is given that the Swingline Lender requests to be repaid. Not later than 1:00 p.m., Charlotte time, on the requested Borrowing Date, each Revolving Credit Lender (other than the Swingline Lender) will make available to the Administrative Agent at its office referred to in SECTION 12.5 (or at such other location as the Administrative Agent may designate) an amount, in Dollars and in immediately available funds, equal to the amount of the Dollar Revolving Loan to be made by such Lender. To the extent the Revolving Credit Lenders have made such amounts available to the Administrative Agent as provided hereinabove, the Administrative Agent will make the aggregate of such amounts available to the Swingline Lender in like funds as received by the Administrative Agent, which shall apply such amounts in repayment of the Refunded Swingline Loans. Notwithstanding any provision of this Agreement to the contrary, on the relevant Borrowing Date, the Refunded Swingline Loans (including the Swingline Lender's ratable share thereof, in its capacity as a Revolving Credit Lender) shall be deemed to be repaid with the proceeds of the Dollar Revolving Loans made as provided above (including a Dollar Revolving Loan deemed to have been made by the Swingline Lender), and such Refunded Swingline Loans deemed to be so repaid shall no longer be outstanding as Swingline Loans but shall be outstanding as Dollar Revolving Loans. If any portion of any such amount repaid (or deemed to be repaid) to the Swingline Lender shall be recovered by or on behalf of Matria from the Swingline Lender in any bankruptcy, insolvency or similar proceeding or otherwise, the loss of

Borrowings. In connection with any borrowings by (a) Subject to Section 4.3, GFC (acting on behalf of the Trust, relevant Initial Borrower) shall give the Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings Facility Agent (including the Custodian if the borrowing is from the Custodian), a who shall promptly notify each Lender thereof) and Ex-Im Bank notice or undertaking in the form currently employed of Exhibit A hereto of each borrowing by such bank Borrower hereunder (each, a "NOTICE OF BORROWING"). (b) Following receipt of a Notice of Borrowing from GFC (on behalf of the relevant Initial Borrower), the Facility Agent shall determine the Floating Rate (for the initial Interest Period) or broker setting the Fixed Rate, as the case may be, as requested in such Notice of Borrowing, to be applicable to the relevant Loan in accordance with the respective definition thereof, [Loan Agreement] provided that, in the case of a determination of the Fixed Rate, if the Facility Agent is unable to agree the rate with GFC (as provided in the definition of Fixed Rate) prior to the Borrowing Date for such Loan then such Loan shall initially bear interest at the Floating Rate. (c) Upon determination of the Applicable Rate on or prior to the relevant Borrowing Date for a Loan, the Facility Agent shall calculate the Basic Rent and Termination Value schedules in respect of the relevant Aircraft on the basis of such Applicable Rate for such Loan, and shall submit such calculated schedules to GFC and Ex-Im Bank for approval. On the relevant Borrowing Date, each Lender shall, subject to Section 2.1 and subject further to the satisfaction of the conditions precedent set forth in Section 7(a), make available to the Facility Agent its Designated Percentage of the amount of collateralthe Loan to be made, at an account to be designated by the Facility Agent with Barclays Bank PLC, New York, New York, or to such other account in New York, New York as the Facility Agent may specify for such purpose, in Dollars and immediately available funds, for account of the relevant Borrower. The Trust shall promptly deliver aggregate amount so received by the Facility Agent shall, subject to the Custodian Written Instructions specifying with respect terms and conditions of this Agreement and the other Operative Documents, be made available to each such borrowing: the Initial Borrower of the relevant Loan by depositing the same, in immediately available funds, in the Designated Account. Without prejudice to the last sentence of Section 2.1, (a) the name obligations of the bank or brokerLenders hereunder are the several obligations of each Lender and not joint and several obligations, and (b) no Lender shall have any liability to any Borrower, any Guarantor or any Lessee for the failure of any other Lender to advance its portion of any Loan hereunder. The Facility Agent shall have no such liability. The rights of the Lenders hereunder and under the other Operative Documents are several. Any amount at any time owing by a Borrower to any party hereto under this Agreement or any other Operative Document shall be a separate and independent debt from the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is owing to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or any other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriatehereto.

Borrowings. In connection with any borrowings by the TrustCompany, the Trust Company will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust Company shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the TrustCompany, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust Company on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the TrustCompany, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust Company shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection The obligation of any Lender to make its initial Loan on the occasion of the initial Borrowing is subject to the satisfaction of the conditions set forth in Section 3.1 and the following conditions (provided, however, that in the event the Lender makes its initial Loan, such conditions will be deemed to be satisfied or waived, as applicable): (a) The initial Term Loan shall be in an amount no less than $250,000,000. (b) The Agents shall have received evidence satisfactory to the Administrative Agent and the Lenders that (w) the grant of security pursuant to the Granting Clause herein of all of the Borrower’s right, title and interest in and to the Collateral pledged to the Collateral Agent on the Closing Date shall be effective in all relevant jurisdictions, (x) delivery of such Collateral in accordance with any borrowings Section 8.7 to the Custodian or the Document Custodian, as applicable, shall have been effected, (y) the Borrower (or the Services Provider on behalf of the Borrower) will deliver copies of all Related Contracts for such Collateral in its possession to the Document Custodian in accordance with Sections 5.26 and 14.1(b) and (z) all other actions, recordings and filings that the Administrative Agent may deem necessary or desirable in order to perfect the Liens created by the TrustGranting Clause have been taken. (c) The Agents shall have received a certificate of an Authorized Officer of the Services Provider (which certificate shall include a schedule listing the Collateral Loans owned by the Borrower on the Initial Borrowing Date), to the Trust will cause effect that, (1) in the case of each item of Collateral pledged to the Collateral Agent, on the Initial Borrowing Date and immediately prior to the delivery thereof on or prior to the Initial Borrowing Date, (A)(w) the Borrower is the owner of such Collateral free and clear of any liens, claims or encumbrances of any nature whatsoever except for Permitted Liens and those which have been released on or prior to the Initial Borrowing Date; (x) the Borrower has acquired its ownership in such Collateral in good faith without notice of any adverse claim, except as described in clause (w) above; (y) the Borrower has not assigned, pledged or otherwise encumbered any interest in such Collateral (or, if any such interest has been assigned, pledged or otherwise encumbered, it has been released) other than pursuant to this Agreement; and (z) the Borrower has full right to grant a security interest in and assign and pledge such Collateral to the Collateral Agent; and (B) upon the Grant by the Borrower of a security interest in the Collateral pursuant to the Granting Clause and upon the delivery of Collateral that is required to be delivered to the Custodian by a bank or broker requiring Securities Collateral Agent hereunder, the filing of all UCC-1 financing statements as collateral for such borrowings (including are necessary to perfect the Custodian if interests of the borrowing is from the Custodian), a notice or undertaking Secured Parties in the form currently employed Collateral and the execution of the Account Control Agreement, the Collateral Agent shall have a first priority perfected security interest in the Collateral, except in respect of any Permitted Lien or as otherwise permitted by such bank or broker setting forth this Agreement and (2) immediately before and after giving effect to the Borrowings, the Overcollateralization Ratio Test shall be satisfied (as demonstrated in a writing attached to the certificate of the Services Provider). (d) The Agents shall have received a certificate of an Authorized Officer of the Borrower certifying that: (i) the Closing Date Portfolio Condition is satisfied; (ii) immediately after giving effect to the Borrowings to be made on the Initial Borrowing Date (on a pro forma basis) the aggregate outstanding principal amount of collateral. The Trust the Revolving Loans shall promptly deliver not exceed the Total Revolving Commitment and the aggregate outstanding principal amount of the Term Loans shall not exceed the Total Term Commitment, in each case, as in effect on the Initial Borrowing Date; (iii) immediately before and after such Borrowing, no Default shall have occurred and be continuing both before and after giving effect to the Custodian Written Instructions specifying making of such Loans; (iv) the representations and warranties of the Borrower contained in this Agreement and each of the other Loan Documents shall be true and correct in all material respects on and as of the Initial Borrowing Date (unless stated to relate solely to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date) both before and after giving effect to the making of such Loans; (v) no law or regulation shall have been adopted, no order, judgment or decree of any Governmental Authority shall have been issued, and no litigation shall be pending or, to the actual knowledge of a Senior Authorized Officer of the Borrower, threatened, which does or, with respect to each such borrowing: (a) any threatened litigation, seeks to enjoin, prohibit or restrain the name making or repayment of the bank Loans or broker, (b) the amount and terms consummation of the borrowingtransactions among the Borrower, which may be set forth the Services Provider, the Lenders and the Agents contemplated by incorporating by reference an attached promissory note duly endorsed by this Agreement; and (vi) each of the TrustLoan Documents is in full force and effect and is the binding and enforceable obligation of the Borrower and the Services Provider, in each case, to the extent such Person is a party thereto (except for those provisions of any Loan Document not material, individually or a loan agreementin the aggregate with other affected provisions, (c) to the date, and time if known, on which interests of any of the loan is to be entered into, (d) the date on which the loan becomes due and payable, Lenders). (e) The Administrative Agent and the total amount payable Lenders shall have received a fully completed and executed Final Funds Flow/Disbursements Authorization letter, including all schedules and exhibits attached thereto, directing the disbursement of the initial Borrowing hereunder, together with payments of fees and expenses and all other payments required to the Trust be made on the borrowing date, and Closing Date. (f) The Agents shall have received such other opinions, instruments, certificates and documents from the description of Borrower as the Securities securing the loan, including the name of the issuer, the title and the number of shares Agents or other units or the principal amount. The Custodian any Lender shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, have reasonably requested; provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, sufficient notice of such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein request has been given to the lender because of the loan. The Custodian may require Borrower (though nothing herein shall impose an obligation on any Agent to make any such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriaterequest).

Borrowings. In connection with any borrowings by the Trust, the -------------- Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by The Company shall give Agent notice of each borrowing hereunder as provided in Section 4.04 hereof, after which Agent shall give each Lender prompt written notice thereof. On the Trustdate specified for each borrowing hereunder, the Trust will cause to be delivered each Lender shall, subject to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian)terms and conditions of this Agreement, a notice or undertaking in the form currently employed by such bank or broker setting forth promptly remit to Agent at Agent's Principal Office the amount of collateral. The Trust such Lender's Percentage Share of such borrowing in immediately available funds, and upon receipt of such funds, subject to the terms and conditions of this Agreement, Agent shall promptly deliver make available the amount of such borrowing to the Custodian Written Instructions specifying with respect to each such borrowing: (a) Company by depositing the name same, in immediately available funds, in an account of the bank Company designated by the Company. Unless Agent shall have received prompt notice from a Lender that such Lender will not make available to Agent such Lender's Percentage Share of a requested borrowing, Agent may in its discretion assume that such Lender has made its Percentage Share of such requested borrowing available to Agent in accordance with this section and Agent may if it chooses, in reliance upon such assumption, make such borrowing available to the Company and shall use its best efforts to notify the Company of such action, provided, however, that any failure by Agent to notify the Company of such action shall not in any way or brokermanner diminish, (b) nullify or reduce the Company's and such Lender's obligations in the following sentence. If and to the extent such Lender shall not so make its Percentage Share of such requested borrowing available to Agent, such Lender and the Company severally agree to pay or repay to Agent within three days after demand the amount and terms of such Lender's Percentage Share of such requested borrowing together with interest thereon, for each day from the borrowingdate such amount is made available to the Company until the date such amount is paid or repaid to Agent, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is such interest to be entered into, paid (di) by such Lender at the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing dateFederal Funds Rate plus $200 per day, and (fii) by the description Company at the interest rate applicable at the time to the remainder of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amountrequested borrowing made on such date. The Custodian failure of any Lender to make its Percentage Share of any requested borrowing available to Agent hereunder shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery not relieve any other Lender of the total loan amount then payableits obligation hereunder, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Instructionsif any, to secure further make its Percentage Share of such requested borrowing available to Agent, but no Lender shall be responsible for any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status other Lender's failure to be returned directly make its Percentage Share of any requested borrowing available to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriateAgent.

Borrowings. In connection with any borrowings by the Trust, the Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's ’s delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust shall cause all Securities securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the TrustFund, the Trust Fund will cause to be delivered to the Custodian by a bank or broker requiring Securities securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust Fund shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the TrustFund, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust Fund on the borrowing date, and (f) the description of the Securities securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the TrustFund, such Securities securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VIIborrowing transaction. The Trust Fund shall cause all Securities securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party lenders as it may deem appropriate.

Borrowings. In connection with any borrowings by the Trust, the Trust will cause to be delivered to the Custodian by a bank or broker requiring Securities as collateral for such borrowings (including the Custodian if the borrowing is from the Custodian), a notice or undertaking in the form currently employed by such bank or broker setting forth the amount of collateral. The Trust shall promptly deliver to the Custodian Written Instructions specifying with respect to each such borrowing: (a) the name of the bank or broker, (b) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note duly endorsed by the Trust, or a loan agreement, (c) the date, and time if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Trust on the borrowing date, and (f) the description of the Securities securing the loan, including the name of the issuer, the title and the number of shares or other units or the principal amount. The Custodian shall deliver on the borrowing date specified in the Written Instructions the required collateral against the lender's delivery of the total loan amount then payable, provided that the same conforms to that which is described in the Written Instructions. The Custodian shall deliver, in the manner directed by the Trust, such Securities as additional collateral, as may be specified in Written Instructions, to secure further any transaction described in this Article VII. The Trust shall cause all Securities released from collateral status to be returned directly to the Custodian and the Custodian shall receive from time to time such return of collateral as may be tendered to it. The Custodian may, at the option of the lender, keep such collateral in its possession, subject to all rights therein given to the lender because of the loan. The Custodian may require such reasonable conditions regarding such collateral and its dealings with third-party third‑party lenders as it may deem appropriate.