Common use of COMPLIANCE WITH RULE  17f-7 Clause in Contracts

COMPLIANCE WITH RULE  17f-7. (a) Bank shall have provided for consideration by Customer, prior to the placement of Customer’s Foreign Financial Assets and cash with any Eligible Securities Depository in connection with execution of this Agreement, an analysis (a “risk assessment”) of the custody risks associated with maintaining Customer’s Foreign Financial Assets and cash with each Eligible Securities Depository used by Bank as of the date hereof (or, in the case of an Eligible Securities Depository not used by Bank as of the date hereof, prior to the initial placement of Customer’s Foreign Financial Assets and cash at such Depository). The risk assessment and any changes thereto shall be provided to the Fund or its Investment Advisor by such means as the Custodian shall reasonably establish. In connection with the foregoing, Customer shall notify Bank of any Eligible Securities Depositories at which it does not choose to have its Foreign Financial Assets and cash held. Bank shall monitor the custody risks associated with maintaining Customer’s Foreign Financial Assets and cash at each such Eligible Securities Depository on a continuing basis and shall promptly notify Customer or its adviser of any material changes in such risks. In conducting the aforementioned analysis, Bank shall consider factors relevant to custody risks, including but not limited to: (i) the depository’s expertise and market reputation; (ii) the quality of the depository’s services; (iii) the depository’s financial strength; (iv) insurance or indemnification arrangements; (v) the extent and quality of regulation and independent examination of the depository; (vi) the depository’s standing in published ratings; (vii) the depository’s internal controls and other procedures for safeguarding investments; and (viii) any related legal proceedings. (b) Bank shall exercise reasonable care, prudence and diligence in performing the requirements set forth in Section 2.16(a) above. (c) In performing its duties under this subsection, the Custodian may in good faith rely on such reasonable sources of information as may be available including but not limited to: (i) published ratings; (ii) information supplied by a Subcustodian that is a participant in such Securities Depository; (iii) industry surveys or publications; (iv) information supplied by the depository itself, by its auditors (internal or external) or by the relevant Foreign Financial Regulatory Authority. It is acknowledged that information procured through some or all of these sources may not be independently verifiable by the Custodian and that direct access to Securities Depositories is limited under most circumstances. Accordingly, the Custodian shall not be responsible for errors or omissions in its duties hereunder provided that it has performed its monitoring and assessment duties with reasonable care and good faith. Based such information, Bank shall determine the eligibility under rule 17f-7 of each depository before including it on Schedule 2 hereto and shall promptly advise Customer if any Eligible Securities Depository ceases to be eligible. (Eligible Securities Depositories used by Bank as of the date hereof are set forth in Schedule 2 hereto, and as the same may be amended on prompt written notice to Customer from time to time.)

COMPLIANCE WITH RULE  17f-7. (a) Bank shall have provided The Custodian shall, for consideration by Customer, prior to the placement of Customer’s Foreign Financial Assets and cash with any Eligible Securities Depository in connection with execution of this Agreement, provide an analysis (a “risk assessment”) of the custody risks associated with maintaining Customer’s Foreign 's foreign Financial Assets and cash with each Eligible Securities Depository used by Bank the Custodian as of the date hereof (or, in the case of an Eligible Securities Depository not used by Bank the Custodian as of the date hereof, prior to the initial placement of Customer’s Foreign 's foreign Financial Assets and cash at such Securities Depository)) and at which any foreign Financial Assets of Customer are held or are expected to be held. The risk assessment and any changes thereto shall foregoing analysis will be provided to Customer at the Fund or its Investment Advisor by such means as the Custodian shall reasonably establishCustodian's Website. In connection with the foregoing, Customer shall notify Bank the Custodian of any Eligible Securities Depositories at which it does not choose to have its Foreign foreign Financial Assets and cash held. Bank The Custodian shall monitor the custody risks associated with maintaining Customer’s Foreign 's foreign Financial Assets and cash at each such Eligible Securities Depository on a continuing basis and shall promptly notify Customer or its adviser of any material changes in such risks. In conducting the aforementioned analysis, Bank shall consider factors relevant to custody risks, including but not limited to: (i) the depository’s expertise and market reputation; (ii) the quality of the depository’s services; (iii) the depository’s financial strength; (iv) insurance or indemnification arrangements; (v) the extent and quality of regulation and independent examination of the depository; (vi) the depository’s standing in published ratings; (vii) the depository’s internal controls and other procedures for safeguarding investments; and (viii) any related legal proceedings. (b) Bank The Custodian shall exercise reasonable care, prudence care and diligence in performing the requirements set forth in Section 2.16(a2.17(a) above. (c) In performing its duties under this subsectionEligible Securities Depositories used by the Custodian as of the date hereof are set forth in Schedule 2 hereto, and as the same may be amended on notice to Customer from time to time. Based on the information available to it in the exercise of diligence, the Custodian may in good faith rely on such reasonable sources of information as may be available including but not limited to: (i) published ratings; (ii) information supplied by a Subcustodian that is a participant in such Securities Depository; (iii) industry surveys or publications; (iv) information supplied by the depository itself, by its auditors (internal or external) or by the relevant Foreign Financial Regulatory Authority. It is acknowledged that information procured through some or all of these sources may not be independently verifiable by the Custodian and that direct access to Securities Depositories is limited under most circumstances. Accordingly, the Custodian shall not be responsible for errors or omissions in its duties hereunder provided that it has performed its monitoring and assessment duties with reasonable care and good faith. Based such information, Bank shall determine the eligibility under rule Rule 17f-7 of each depository before including it on Schedule 2 hereto and shall promptly advise Customer if any Eligible Securities Depository ceases to be eligible. (Eligible Securities Depositories used by Bank as of the date hereof are set forth in Schedule 2 hereto, and as the same may be amended on prompt written notice to Customer from time to time.)

COMPLIANCE WITH RULE  17f-7. (a) Bank shall have provided for consideration by Customer, prior to the placement of Customer’s 's Foreign Financial Assets and cash with any Eligible Securities Depository in connection with execution of this Agreement, an analysis (a “"risk assessment”") of the custody risks associated with maintaining Customer’s 's Foreign Financial Assets and cash with each Eligible Securities Depository used by Bank as of the date hereof (or, in the case of an Eligible Securities Depository not used by Bank as of the date hereof, prior to the initial placement of Customer’s 's Foreign Financial Assets and cash at such Depository). The risk assessment and any changes thereto shall be provided to the Fund or its Investment Advisor by such means as the Custodian shall reasonably establish. In connection with the foregoing, Customer shall notify Bank of any Eligible Securities Depositories at which it does not choose to have its Foreign Financial Assets and cash held. Bank shall monitor the custody risks associated with maintaining Customer’s 's Foreign Financial Assets and cash at each such Eligible Securities Depository on a continuing basis and shall promptly notify Customer or its adviser of any material changes in such risks. In conducting the aforementioned analysis, Bank shall consider factors relevant to custody risks, including but not limited to: (i) the depository’s 's expertise and market reputation; (ii) the quality of the depository’s 's services; (iii) the depository’s 's financial strength; (iv) insurance or indemnification arrangements; (v) the extent and quality of regulation and independent examination of the depository; (vi) the depository’s 's standing in published ratings; (vii) the depository’s 's internal controls and other procedures for safeguarding investments; and (viii) any related legal proceedings. (b) Bank shall exercise reasonable care, prudence and diligence in performing the requirements set forth in Section 2.16(a2.17(a) above. (c) In performing its duties under this subsection, the Custodian may in good faith rely on such reasonable sources of information as may be available including but not limited to: (i) published ratings; (ii) information supplied by a Subcustodian that is a participant in such Securities Depository; (iii) industry surveys or publications; (iv) information supplied by the depository itself, by its auditors (internal or external) or by the relevant Foreign Financial Regulatory Authority. It is acknowledged that information procured through some or all of these sources may not be independently verifiable by the Custodian and that direct access to Securities Depositories is limited under most circumstances. Accordingly, the Custodian shall not be responsible for errors or omissions in its duties hereunder provided that it has performed its monitoring and assessment duties with reasonable care and good faith. Based such information, Bank shall determine the eligibility under rule 17f-7 of each depository before including it on Schedule 2 3 hereto and shall promptly advise Customer if any Eligible Securities Depository ceases to be eligible. (Eligible Securities Depositories used by Bank as of the date hereof are set forth in Schedule 2 3 hereto, and as the same may be amended on prompt written notice to Customer from time to time.)

COMPLIANCE WITH RULE  17f-7. (“rule 17f-7”). (a) Bank shall have provided shall, for consideration by Customer, prior to the placement of Customer’s Foreign Financial Assets and cash with any Eligible Securities Depository in connection with execution of this Agreement, provide an analysis (a “risk assessment”) of the custody risks associated with maintaining Customer’s Foreign foreign Financial Assets and cash with each Eligible Securities Depository used by Bank as of the date hereof (or, in the case of an Eligible Securities Depository not used by Bank as of the date hereof, prior to the initial placement of Customer’s Foreign foreign Assets at such Depository) and at which any foreign Financial Assets and cash at such Depository)of Customer are held or are expected to be held. The risk assessment and any changes thereto shall foregoing analysis will be provided to the Fund or its Investment Advisor by such means as the Custodian shall reasonably establishCustomer at Bank’s website. In connection with the foregoing, Customer shall notify Bank of any Eligible Securities Depositories at which it does not choose to have its Foreign foreign Financial Assets and cash held. Bank shall monitor the custody risks associated with maintaining Customer’s Foreign foreign Financial Assets and cash at each such Eligible Securities Depository on a continuing basis and shall promptly notify Customer or its adviser of any material changes in such risks. In conducting the aforementioned analysis, Bank shall consider factors relevant to custody risks, including but not limited to: (i) the depository’s expertise and market reputation; (ii) the quality of the depository’s services; (iii) the depository’s financial strength; (iv) insurance or indemnification arrangements; (v) the extent and quality of regulation and independent examination of the depository; (vi) the depository’s standing in published ratings; (vii) the depository’s internal controls and other procedures for safeguarding investments; and (viii) any related legal proceedings. (b) Bank shall exercise reasonable care, prudence and diligence in performing the requirements set forth in Section 2.16(a2.19(a) above. (c) In performing its duties under this subsection, the Custodian may in good faith rely on such reasonable sources of information as may be available including but not limited to: (i) published ratings; (ii) information supplied by a Subcustodian . Bank represents to Customer that it is a participant “Primary Custodian” as defined in such Securities Depository; (iii) industry surveys or publications; (iv) information supplied by the depository itself, by its auditors (internal or external) or by the relevant Foreign Financial Regulatory Authority. It is acknowledged that information procured through some or all of these sources may not be independently verifiable by the Custodian and that direct access to Securities Depositories is limited under most circumstances. Accordingly, the Custodian shall not be responsible for errors or omissions in its duties hereunder provided that it has performed its monitoring and assessment duties with reasonable care and good faithrule 17f-7(b)(2). Based such informationon the information available to it in the exercise of diligence, Bank shall determine the eligibility under rule 17f-7 of each depository before including it in the list of securities depositories located on Schedule 2 hereto xxxx://xxxxxxxxxxxxxxxxxx.xxxxxxxx.xxx, as amended from time to time (the “Securities Depositories List”) and shall promptly advise Customer if any Eligible Securities Depository ceases to be eligible. (Eligible Securities Depositories used by Bank as of the date hereof are set forth in Schedule 2 heretothe Securities Depositories List, and as the same may be amended on prompt written notice to Customer from time to time.)

COMPLIANCE WITH RULE  17f-7. (a) Bank shall have provided shall, for consideration by Customera Fund, prior to the placement of Customer’s Foreign Financial Assets and cash with any Eligible Securities Depository in connection with execution of this Agreement, provide an analysis (a “risk assessment”) of the custody risks associated with maintaining Customer’s Foreign the applicable Fund's foreign Financial Assets and cash with each Eligible Securities Depository used by Bank as of the date hereof (or, in the case of an Eligible Securities Depository not used by Bank as of the date hereof, prior to the initial placement of Customer’s Foreign a Fund's foreign Assets at such Depository) and at which any foreign Financial Assets and cash at such Depository)of a Fund are held or are expected to be held. The risk assessment and any changes thereto shall foregoing analysis will be provided to the applicable Fund or its Investment Advisor by such means as the Custodian shall reasonably establishat Bank's website. In connection with the foregoing, Customer a Fund shall notify Bank of any Eligible Securities Depositories at which it does not choose to have its Foreign foreign Financial Assets and cash held. Bank shall monitor the custody risks associated with maintaining Customer’s Foreign a Fund's foreign Financial Assets and cash at each such Eligible Securities Depository on a continuing basis and shall promptly notify Customer the applicable Fund or its adviser of any material changes in such risks. In conducting the aforementioned analysis, Bank shall consider factors relevant to custody risks, including but not limited to: (i) the depository’s expertise and market reputation; (ii) the quality of the depository’s services; (iii) the depository’s financial strength; (iv) insurance or indemnification arrangements; (v) the extent and quality of regulation and independent examination of the depository; (vi) the depository’s standing in published ratings; (vii) the depository’s internal controls and other procedures for safeguarding investments; and (viii) any related legal proceedings. (b) Bank shall exercise reasonable care, prudence and diligence in performing the requirements set forth in Section 2.16(a2.23(a) above. Bank represents to the applicable Fund that it is a "Primary Custodian" as defined in rule 17f-7(b)(2). (c) In performing its duties under this subsection, Based on the Custodian may information available to it in good faith rely on such reasonable sources the exercise of information as may be available including but not limited to: (i) published ratings; (ii) information supplied by a Subcustodian that is a participant in such Securities Depository; (iii) industry surveys or publications; (iv) information supplied by the depository itself, by its auditors (internal or external) or by the relevant Foreign Financial Regulatory Authority. It is acknowledged that information procured through some or all of these sources may not be independently verifiable by the Custodian and that direct access to Securities Depositories is limited under most circumstances. Accordingly, the Custodian shall not be responsible for errors or omissions in its duties hereunder provided that it has performed its monitoring and assessment duties with reasonable care and good faith. Based such informationdiligence, Bank shall determine the eligibility under rule 17f-7 of each depository before including it on Schedule 2 Appendix 3 hereto and shall promptly advise Customer the applicable Fund if any Eligible Securities Depository ceases to be eligible. (Eligible Securities Depositories used by Bank as of the date hereof are set forth in Schedule 2 Appendix 3 hereto, and as the same may be amended on prompt written notice to Customer the applicable Fund from time to time.)