Common use of Compliance with Securities and Exchange Clause in Contracts

Compliance with Securities and Exchange. Commission rule 17f-5 ("rule 17f-5"). (a) Customer's board of directors (or equivalent body) (hereinafter "Board") hereby delegates to Bank, and Bank hereby accepts the delegation to it of, the obligation to perform as Customer's "Foreign Custody Manager" (as that term is defined in rule 17f-5(a)(3)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign Assets (as that term is defined in rule 17f-5(a)(2)), (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: (i) provide written reports notifying Customer's Board, or its designated agent, of the placement of Foreign Assets with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's foreign custody arrangements but until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly in summary form, with a more detailed report annually. (ii) exercise such reasonable care, prudence and diligence in performing as Customer's Foreign Custody Manager as a professional custodian having responsibility for the safekeeping of Foreign Assets would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign Assets placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assets, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian requires that the Eligible Foreign Custodian will provide reasonable care for Foreign Assets based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); and (v) have established a system to monitor the continued appropriateness of maintaining Foreign Assets with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign Assets reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assets. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, is hereby authorized to place and maintain Foreign Assets on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Bank represents to Customer that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank that: (1) the Assets being placed and maintained in Bank's custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") as the same may be amended from time to time; (2) its Board (or other governing body) has determined that it is reasonable to rely on Bank to perform as Customer's Foreign Custody Manager; and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign Assets in each country in which Customer's Foreign Assets shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (d) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information.

Compliance with Securities and Exchange. Commission rule (“SEC”) Rule 17f-5 ("rule “Rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) (hereinafter "‘Board"’) hereby delegates to BankX.X. Xxxxxx, and Bank and, except as to the country or countries as to which X.X. Xxxxxx may, from time to time, advise Customer that it does not accept such delegation, X.X. Xxxxxx hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "’s ‘Foreign Custody Manager" ’ (as that term is defined in rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended (“1940 Act”)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) Subcustodians to hold Customer's Foreign foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and Cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians Subcustodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank X.X. Xxxxxx shall: (i) provide written reports notifying Customer's Board, or its designated agent, ’s Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians Subcustodians and of any material change in the arrangements with such Eligible Foreign CustodiansSubcustodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Subcustodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Subcustodians); (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign foreign Financial Assets and cash would exercise; (iii) in selecting an Eligible Foreign Custodiana Subcustodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian Subcustodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian a Subcustodian requires that the Eligible Foreign Custodian will Subcustodian shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); andmarket. (v) have established a system to monitor the continued appropriateness of maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Subcustodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank X.X. Xxxxxx shall have determined that the existing Eligible Foreign Custodian Subcustodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian Subcustodian in that country would afford reasonable care, Bank X.X. Xxxxxx shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, X.X. Xxxxxx is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians Subcustodians pursuant to a written contract deemed appropriate by BankX.X. Xxxxxx. (c) Bank X.X. Xxxxxx shall use reasonable efforts for markets for which it is acting as Foreign Custody Manager to use as its Subcustodians entities that are Eligible Foreign Subcustodians. In cases where due to (i) Applicable Law in a market or (ii) market practice or market conditions it is not practicable to have the subcustody services performed by an Eligible Foreign Custodian, X.X. Xxxxxx shall promptly advise the Customer of the circumstances, including any mitigants that may support a conclusion that the arrangement may nevertheless comply with rule 17f-5. Global Custody Agreement - New York - General - DOCUMENT ID: [D2817270] - May 2016 (d) Except as expressly provided herein, Customer shall be solely responsible to assure that the maintenance of foreign Financial Assets and cash hereunder complies with the rules, regulations, interpretations and exemptive orders as promulgated by or under the authority of the SEC. (e) X.X. Xxxxxx represents to Customer that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank X.X. Xxxxxx that: (1) the foreign Financial Assets and cash being placed and maintained in Bank's X.X. Xxxxxx’x custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) its Board Board: (or other governing bodyi) has determined that it is reasonable to rely on Bank X.X. Xxxxxx to perform as Customer's ’s Foreign Custody Manager; and Manager (3) its Board (or other governing bodyii) or its investment adviser shall have determined that Customer may maintain Foreign foreign Financial Assets and cash in each country in which Customer's Foreign ’s Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank X.X. Xxxxxx to make any selection or to engage in any monitoring on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (df) Bank X.X. Xxxxxx shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A 1 hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank X.X. Xxxxxx has gathered the information from sources it considers reliable, but that Bank X.X. Xxxxxx shall have no responsibility for inaccuracies or incomplete information.

Compliance with Securities and Exchange. Commission (“SEC”) rule 17f-5 ("“rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) (hereinafter "‘Board"’) hereby delegates to Bank, and and, except as to the country or countries as to which Bank may, from time to time, advise Customer that it does not accept such delegation, Bank hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "’s ‘Foreign Custody Manager" ’ (as that term is defined in rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended (“1940 Act”)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), and as the same may be amended from time to time, or that have otherwise been exempted by pursuant to an SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and Cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: (i) provide written reports notifying Customer's Board, or its designated agent, ’s Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Eligible Foreign Custodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Eligible Foreign Custodians); (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign Customer’s foreign Financial Assets and cash would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the an Eligible Foreign Custodian requires that the Eligible Foreign Custodian will shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); andmarket. (v) have established a system to monitor the continued appropriateness of maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, Bank is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by BankBank in compliance with rule 17f-5(c)(2)(i) and (ii). (c) Except as expressly provided herein, Customer shall be solely responsible to assure that the maintenance of foreign Financial Assets and cash hereunder complies with the rules, regulations, interpretations and exemptive orders as promulgated by or under the authority of the SEC. (d) Bank represents to Customer that it is a U.S. Bank as defined in rule Rule 17f-5(a)(7). Customer represents to Bank that: (1) the foreign Financial Assets and cash being placed and maintained in Bank's ’s custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) its Board Board: (or other governing bodyi) has determined that it is reasonable to rely on Bank to perform as Customer's ’s Foreign Custody Manager; and Manager (3) its Board (or other governing bodyii) or its investment adviser shall have determined that Customer may maintain Foreign foreign Financial Assets and cash in each country in which Customer's Foreign ’s Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection or to engage in any monitoring on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (de) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A 1 hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information. B. Add a new Section 2.18 to the Agreement as follows:

Compliance with Securities and Exchange. Commission rule (“SEC”) Rule 17f-5 ("rule “Rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) (hereinafter "‘Board"’) hereby delegates to BankX.X. Xxxxxx, and Bank and, except as to the country or countries as to which X.X. Xxxxxx may, from time to time, advise Customer that it does not accept such delegation, X.X. Xxxxxx hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "’s ‘Foreign Custody Manager" ’ (as that term is defined in rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended (“1940 Act”)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) Subcustodians to hold Customer's Foreign foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and Cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians Subcustodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank X.X. Xxxxxx shall: (i) provide written reports notifying Customer's Board, or its designated agent, ’s Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians Subcustodians and of any material change in the arrangements with such Eligible Foreign CustodiansSubcustodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Subcustodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Subcustodians); (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign foreign Financial Assets and cash would exercise; (iii) in selecting an Eligible Foreign Custodiana Subcustodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian Subcustodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian a Subcustodian requires that the Eligible Foreign Custodian will Subcustodian shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); andmarket. (v) have established a system to monitor the continued appropriateness of maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Subcustodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank X.X. Xxxxxx shall have determined that the existing Eligible Foreign Custodian Subcustodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian Subcustodian in that country would afford reasonable care, Bank X.X. Xxxxxx shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, X.X. Xxxxxx is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians Subcustodians pursuant to a written contract deemed appropriate by BankX.X. Xxxxxx. (c) Bank X.X. Xxxxxx shall use reasonable efforts for markets for which it is acting as Foreign Custody Manager to use as its Subcustodians entities that are Eligible Foreign Subcustodians. In cases where due to (i) Applicable Law in a market or (ii) market practice or market conditions it is not practicable to have the subcustody services performed by an Eligible Foreign Custodian, X.X. Xxxxxx shall promptly advise the Customer of the circumstances, including any mitigants that may support a conclusion that the arrangement may nevertheless comply with rule 17f-5. (d) Except as expressly provided herein, Customer shall be solely responsible to assure that the maintenance of foreign Financial Assets and cash hereunder complies with the rules, regulations, interpretations and exemptive orders as promulgated by or under the authority of the SEC. (e) X.X. Xxxxxx represents to Customer that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank X.X. Xxxxxx that: (1) the foreign Financial Assets and cash being placed and maintained in Bank's X.X. Xxxxxx’x custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) (i) its Board (or other governing body) has determined that it is reasonable to rely on Bank X.X. Xxxxxx to perform as Customer's ’s Foreign Custody Manager; , and (3ii) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign foreign Financial Assets and cash in each country in which Customer's Foreign ’s Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank X.X. Xxxxxx to make any selection or to engage in any monitoring on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (df) Bank X.X. Xxxxxx shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A 1 hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information.)

Compliance with Securities and Exchange. Commission rule (“SEC”) Rule 17f-5 ("rule “Rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) trustees (hereinafter "‘Board"’) hereby delegates has delegated to Bank, and and, except as to the country or countries as to which Bank may, from time to time, advise Customer that it does not accept such delegation, Bank hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "’s ‘Foreign Custody Manager" ’ (as that term is defined in rule Rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended (“1940 Act”)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule Rule 17f-5(a)(1), and as the same may be amended from time to time, or that have otherwise been exempted by pursuant to an SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign Financial Assets that are foreign assets (as that term is defined in rule Rule 17f-5(a)(2))) (“foreign Financial Assets”) and cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule Rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule Rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: (i) advise Customer of the placement of Customer’s Financial Assets and cash with an Eligible Foreign Custodian by providing Customer with Schedule 1 as attached to this Agreement; (ii) provide written reports notifying Customer's Board, or its designated agent, ’s Board of the placement of Foreign Financial Assets and cash with particular Eligible Foreign Custodians and notifying Customer of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and cash with particular Eligible Foreign Custodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Eligible Foreign Custodians); (iiiii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign foreign Financial Assets and cash would exercise; (iiiiv) in selecting an Eligible Foreign Custodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule Rule 17f-5(c)(1)(i)-(iv); (ivv) determine that the enter into a written contract with the each Eligible Foreign Custodian selected by Bank hereunder and determine that such written contract with an Eligible Foreign Custodian satisfies the requirements of Rule 17f-5(c)(2) and requires that the Eligible Foreign Custodian will shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); andmarket; (vvi) have established a system to monitor the continued appropriateness of (1) maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and (2) the performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(vb)(i)-(vi) above, Bank, in its capacity as Foreign Custody Manager, Bank is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. Nothing in this subsection (b) shall relieve Bank of its obligation otherwise provided in Section 7.1(b) of this Agreement. (c) Except as expressly provided herein, Customer shall be solely responsible to assure that the maintenance of foreign Financial Assets and cash hereunder complies with the rules, regulations, interpretations and exemptive orders as promulgated by or under the authority of the SEC. (d) Bank represents to Customer that it is a U.S. Bank as defined in rule Rule 17f-5(a)(7). Customer represents to Bank that: (1) the foreign Financial Assets and cash being placed and maintained in Bank's ’s custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) its Board (or other governing body) has determined that it is reasonable to rely on Bank to perform as Customer's ’s Foreign Custody Manager; and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign foreign Financial Assets and cash in each country in which Customer's Foreign ’s Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection or to engage in any monitoring on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (de) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A 1 hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it reasonably considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information. B. Add a new Section 2.22 to the Agreement as follows:

Compliance with Securities and Exchange. Commission rule 17f-5 ("rule -------------------------------------------------------------------- 17f-5").. ------- (a) Customer's board of directors (or equivalent body) (hereinafter "Board") hereby delegates to Bank, and Bank hereby accepts the delegation to it of, the obligation to perform as Customer's "Foreign Custody Manager" (as that term is defined in rule 17f-5(a)(3)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(117f- 5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign Assets (as that term is defined in rule 17f-5(a)(2))Assets, and (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: (i) provide written reports notifying Customer's Board, or its designated agent, Board of the placement of Foreign Assets with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's foreign custody arrangements but until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly in summary form, with a more detailed report annually. (ii) exercise such reasonable care, prudence and diligence in performing as Customer's Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign Assets would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign Assets placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assets, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv17f- 5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian requires that the Eligible Foreign Custodian will provide reasonable care for Foreign Assets based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); and (v) have established a system to monitor the continued appropriateness of maintaining Foreign Assets with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign Assets reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assets. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, Bank is hereby authorized to place and maintain Foreign Assets on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Except as expressly provided herein and in Section 17 hereof, Customer shall be solely responsible to assure that the maintenance of Foreign Assets hereunder complies with the rules, regulations, interpretations and exemptive orders promulgated by or under the authority of the SEC. (d) Bank represents to Customer that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank that: (1) the Assets being placed and maintained in Bank's custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") as the same may be amended from time to time; (2) its Board (or other governing body) has determined that it is reasonable to rely on Bank to perform as Customer's Foreign Custody Manager; and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign Assets in each country in which Customer's Foreign Assets shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (de) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information. IV. Add the following language to the end of the first sentence of Section 4(d) of the Agreement: "or, in the case of cash deposits, except for liens or rights in favor of creditors of the Subcustodian arising under bankruptcy, insolvency or similar laws." V. Add a new Section 17 to the Agreement as follows:

Compliance with Securities and Exchange. Commission rule ("SEC") Rule 17f-5 ("rule “Rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) (hereinafter "‘Board"’) hereby delegates to BankJ.X. Xxxxxx, and Bank and, except as to the country or countries as to which J.X. Xxxxxx may, from time to time, advise Customer that it does not accept such delegation, J.X. Xxxxxx hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "’s ‘Foreign Custody Manager" ’ (as that term is defined in rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended ("1940 Act")), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) Subcustodians to hold Customer's Foreign foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and Cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians Subcustodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank J.X. Xxxxxx shall: (i) provide written reports notifying Customer's Board, or its designated agent, ’s Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians Subcustodians and of any material change in the arrangements with such Eligible Foreign CustodiansSubcustodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Subcustodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Subcustodians); (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign foreign Financial Assets and cash would exercise; (iii) in selecting an Eligible Foreign Custodiana Subcustodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian Subcustodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian a Subcustodian requires that the Eligible Foreign Custodian will Subcustodian shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); andmarket. (v) have established a system to monitor the continued appropriateness of maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Subcustodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank J.X. Xxxxxx shall have determined that the existing Eligible Foreign Custodian Subcustodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian Subcustodian in that country would afford reasonable care, Bank J.X. Xxxxxx shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, J.X. Xxxxxx is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians Subcustodians pursuant to a written contract deemed appropriate by BankJ.X. Xxxxxx. (c) Bank J.X. Xxxxxx shall use reasonable efforts for markets for which it is acting as Foreign Custody Manager to use as its Subcustodians entities that are Eligible Foreign Subcustodians. In cases where due to (i) Applicable Law in a market or (ii) market practice or market conditions it is not practicable to have the subcustody services performed by an Eligible Foreign Custodian, J.X. Xxxxxx shall promptly advise the Customer of the circumstances, including any mitigants that may support a conclusion that the arrangement may nevertheless comply with rule 17f-5. (d) Except as expressly provided herein, Customer shall be solely responsible to assure that the maintenance of foreign Financial Assets and cash hereunder complies with the rules, regulations, interpretations and exemptive orders as promulgated by or under the authority of the SEC. (e) J.X. Xxxxxx represents to Customer that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank J.X. Xxxxxx that: (1) the foreign Financial Assets and cash being placed and maintained in Bank's J.X. Xxxxxx'x custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) (i) its Board (or other governing body) has determined that it is reasonable to rely on Bank J.X. Xxxxxx to perform as Customer's ’s Foreign Custody Manager; , and (3ii) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign foreign Financial Assets and cash in each country in which Customer's Foreign ’s Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank J.X. Xxxxxx to make any selection or to engage in any monitoring on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (df) Bank J.X. Xxxxxx shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A 1 hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank J.X. Xxxxxx has gathered the information from sources it considers reliable, but that Bank J.X. Xxxxxx shall have no responsibility for inaccuracies or incomplete information. B. Add a new Section 2.19 to the Agreement as follows:

Compliance with Securities and Exchange. Commission rule 17f-5 ("rule -------------------------------------------------------------------- 17f-5").. ----- (a) Customer's board of directors (or equivalent body) (hereinafter "Board") hereby delegates to Bank, and Bank hereby accepts the delegation to it of, the obligation to perform as Customer's "Foreign Custody Manager" (as that term is defined in rule 17f-5(a)(3)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(117f- 5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign Assets (as that term is defined in rule 17f-5(a)(2))Assets, and (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: (i) provide written reports notifying Customer's Board, or its designated agent, Board of the placement of Foreign Assets with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's foreign custody arrangements but until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly in summary form, with a more detailed report annually. (ii) exercise such reasonable care, prudence and diligence in performing as Customer's Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign Assets would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign Assets placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assets, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv17f- 5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian requires that the Eligible Foreign Custodian will provide reasonable care for Foreign Assets based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); and (v) have established a system to monitor the continued appropriateness of maintaining Foreign Assets with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign Assets reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assets. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, Bank is hereby authorized to place and maintain Foreign Assets on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Except as expressly provided herein and in Section 17 hereof, Customer shall be solely responsible to assure that the maintenance of Foreign Assets hereunder complies with the rules, regulations, interpretations and exemptive orders promulgated by or under the authority of the SEC. (d) Bank represents to Customer that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank that: (1) the Assets being placed and maintained in Bank's custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") as the same may be amended from time to time; (2) its Board (or other governing body) has determined that it is reasonable to rely on Bank to perform as Customer's Foreign Custody Manager; and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign Assets in each country in which Customer's Foreign Assets shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (de) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information. IV. Add the following language to the end of the first sentence of Section 4(d) of the Agreement: "or, in the case of cash deposits, except for liens or rights in favor of creditors of the Subcustodian arising under bankruptcy, insolvency or similar laws." V. Add a new Section 17 to the Agreement as follows:

Compliance with Securities and Exchange. Commission rule 17f-5 17f-7 ------------------------------------------------------------- ("rule 17f-517f-7").. -------------- (a) Bank shall, for consideration by Customer's board , provide an analysis in accordance with rule 17f-7(a)(1)(i)(A) of directors (or equivalent body) (hereinafter "Board") hereby delegates to Bank, and Bank hereby accepts the delegation to it of, the obligation to perform as Customer's "Foreign Custody Manager" (as that term is defined in rule 17f-5(a)(3)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) to hold custody risks associated with maintaining Customer's Foreign Assets 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 that term is defined in rule 17f-5(a)(2))of the date hereof, (iiprior to the initial placement of Customer's Foreign Assets at such Depository) evaluating the contractual arrangements with such Eligible and at which any Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) Assets of Customer are held or are expected to be held. The foregoing analysis will be provided to Customer at Bank's Website. In connection with the foregoing, Customer shall notify Bank shall: (i) provide written reports notifying of any Eligible Securities Depositories at which it does not choose to have its Foreign Assets held. Bank shall monitor the custody risks associated with maintaining Customer's Board, Foreign Assets at each such Eligible Securities Depository on a continuing basis and shall promptly notify Customer or its designated agent, of the placement of Foreign Assets with particular Eligible Foreign Custodians and adviser of any material change changes in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's foreign custody arrangements but until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly in summary form, with a more detailed report annuallyrisks. (iib) Bank shall exercise such reasonable care, prudence and diligence in performing as Customer's Foreign Custody Manager as a professional custodian having responsibility for the safekeeping of Foreign Assets would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign Assets placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assets, including, without limitation, those factors requirements set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian requires that the Eligible Foreign Custodian will provide reasonable care for Foreign Assets based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); and (v) have established a system to monitor the continued appropriateness of maintaining Foreign Assets with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign Assets reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assets. Subject to (b)(i)-(vSection 17(a) above, Bank, in its capacity as Foreign Custody Manager, is hereby authorized to place and maintain Foreign Assets on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Based on the information available to it in the exercise of diligence, Bank represents shall determine the eligibility under rule 17f-7 of each depository before including it on Appendix 1-B hereto and shall promptly advise Customer if any Eligible Securities Depository ceases to Customer that it is a U.S. be eligible. (Eligible Securities Depositories used by Bank as defined of the date hereof are set forth in rule 17f-5(a)(7). Customer represents to Bank that: (Appendix 1) the Assets being placed -B hereto, and maintained in Bank's custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") as the same may be amended on notice to Customer from time to time; (2) its Board (or other governing body) has determined that it is reasonable to rely on Bank to perform as Customer's Foreign Custody Manager; and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign Assets in each country in which Customer's Foreign Assets shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk".); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (d) Bank shall provide need not commence performing any of the duties set forth in this Section 17 prior to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliableMarch 31, 2001, but that Bank shall have no responsibility for inaccuracies or incomplete information.advise Customer if it is prepared to commence such duties prior to such date as to particular depositories. *********************

Compliance with Securities and Exchange. Commission rule 17f-5 ("“rule 17f-5"”). (a) Customer's ’s board of directors trustees (or equivalent body) (hereinafter "“Board"”) hereby delegates to Bank, and Bank hereby accepts the delegation to it of, the obligation to perform as Customer's "’s “Foreign Custody Manager" ” (as that term is defined in rule 17f-5(a)(3)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) to hold Customer's ’s Foreign Assets (as that term is defined in rule 17f-5(a)(2)), (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: (i) provide written reports notifying Customer's ’s Board, or its designated agent, of the placement of Foreign Assets with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly in summary form, with a more detailed report annually. (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian having responsibility for the safekeeping of Foreign Assets would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign Assets placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assets, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian requires that the Eligible Foreign Custodian will provide reasonable care for Foreign Assets based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); and (v) have established a system to monitor the continued appropriateness of maintaining Foreign Assets with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign Assets reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assets. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, is hereby authorized to place and maintain Foreign Assets on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Bank represents to Customer that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank that: (1) the Assets being placed and maintained in Bank's ’s custody are subject to the Investment Company Act of 1940, as amended (the "“1940 Act"”) as the same may be amended from time to time; (2) its Board (or other governing body) has determined that it is reasonable to rely on Bank to perform as Customer's ’s Foreign Custody Manager; and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign Assets in each country in which Customer's ’s Foreign Assets shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's ’s financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("“Country Risk"”); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (d) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information.

Compliance with Securities and Exchange. Commission rule 17f-5 COMMISSION RULE 17F-7 ("rule 17f-5RULE -------------------------------------------------------------------- 17F-7").. ------- (a) Bank shall, for consideration by Customer's board , provide an analysis of directors (or equivalent body) (hereinafter "Board") hereby delegates to Bank, and Bank hereby accepts the delegation to it of, the obligation to perform as Customer's "Foreign Custody Manager" (as that term is defined in rule 17f-5(a)(3)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) to hold custody risks associated with maintaining Customer's Foreign Assets with each Eligible Securities Depository used by Bank as of the date hereof as reflected in Appendix 1-B __ hereto (or, in the case of an Eligible Securities Depository not used by Bank as that term is defined of the date hereof, prior to the initial placement of Customer's Foreign Assets at such Depository) and at which any Foreign Assets of Customer are held or are expected to be held. Until notice from Bank to the contrary, the analysis shall be substantially in rule 17f-5(a)(2)), (ii) evaluating the contractual arrangements form annexed hereto as Exhibit __. Bank shall monitor the custody risks associated with maintaining Customer's Foreign Assets at each such Eligible Foreign Custodians (as set forth Securities Depository on a continuing basis and shall promptly notify Customer or its adviser, in rule 17f-5(c)(2))writing where reasonably practicable, and (iii) monitoring of any material changes in such foreign custody arrangements (as set forth in rule 17f-5(c)(3))risks. (b) In connection with the foregoing, Bank shall: (i) provide written reports notifying Customer's Board, or its designated agent, of the placement of Foreign Assets with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's foreign custody arrangements but until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly in summary form, with a more detailed report annually. (ii) exercise such reasonable care, prudence and diligence in performing as Customer's Foreign Custody Manager as a professional custodian having responsibility for the safekeeping of Foreign Assets would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign Assets placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assets, including, without limitation, those factors requirements set forth in rule 17f-5(c)(1)(i)-(iv); (ivSection 16(a) determine above. For purposes of clarity, Bank acknowledges that Section 3(c) of the written contract with the Eligible Foreign Custodian requires that the Eligible Foreign Custodian will provide Agreement as amended by this Amendment is not intended to derogate from Chase's liability for failure to exercise reasonable care for Foreign Assets based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (iithis Section 16(b); and (v) have established a system to monitor the continued appropriateness of maintaining Foreign Assets with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign Assets reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assets. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, is hereby authorized to place and maintain Foreign Assets on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Based on the information available to it in the exercise of diligence, Bank represents shall determine the eligibility under rule 17f-7 of each depository before including it on Appendix 1-B hereto and shall promptly advise Customer if any Eligible Securities Depository ceases to Customer that it is a U.S. be eligible. (Eligible Securities Depositories used by Bank as defined of the date hereof are set forth in rule 17f-5(a)(7). Customer represents to Bank that: (Appendix 1) the Assets being placed -B hereto, and maintained in Bank's custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") as the same may be amended on notice to Customer from time to time; (2) its Board (or other governing body) has determined that it is reasonable to rely on Bank to perform as Customer's Foreign Custody Manager; and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign Assets in each country in which Customer's Foreign Assets shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk".); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (d) Bank shall provide need not commence performing any of the duties set forth in this Section 16 prior to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliableMarch 31, 2001, but that Bank shall have no responsibility for inaccuracies or incomplete informationadvise Customer if it is prepared to commence such duties prior to such date as to particular depositories.]

Compliance with Securities and Exchange. Commission rule (“SEC”) Rule 17f-5 ("rule “Rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) (hereinafter "‘Board"’) hereby delegates to BankX.X. Xxxxxx, and Bank and, except as to the country or countries as to which X.X. Xxxxxx may, from time to time, advise Customer that it does not accept such delegation, X.X. Xxxxxx hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "’s ‘Foreign Custody Manager" ’ (as that term is defined in rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended (“1940 Act”)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), and as the same may be amended from time to time, or that have otherwise been exempted by pursuant to an SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and Cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank X.X. Xxxxxx shall: (i) provide written reports notifying Customer's Board, or its designated agent, ’s Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Eligible Foreign Custodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Eligible Foreign Custodians); (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign foreign Financial Assets and cash would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the an Eligible Foreign Custodian requires that the Eligible Foreign Custodian will shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); andmarket. (v) have established a system to monitor the continued appropriateness of maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank X.X. Xxxxxx shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank X.X. Xxxxxx shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, X.X. Xxxxxx is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by BankX.X. Xxxxxx. (c) Bank Except as expressly provided herein, Customer shall be solely responsible to assure that the maintenance of foreign Financial Assets and cash hereunder complies with the rules, regulations, interpretations and exemptive orders as promulgated by or under the authority of the SEC. (d) X.X. Xxxxxx represents to Customer that it is a U.S. Bank as defined in rule Rule 17f-5(a)(7). Customer represents to Bank X.X. Xxxxxx that: (1) the foreign Financial Assets and cash being placed and maintained in Bank's X.X. Xxxxxx’x custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) its Board Board: (or other governing bodyi) has determined that it is reasonable to rely on Bank X.X. Xxxxxx to perform as Customer's ’s Foreign Custody Manager; and Manager (3) its Board (or other governing bodyii) or its investment adviser shall have determined that Customer may maintain Foreign foreign Financial Assets and cash in each country in which Customer's Foreign ’s Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank X.X. Xxxxxx to make any selection or to engage in any monitoring on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (de) Bank X.X. Xxxxxx shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A 1 hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank X.X. Xxxxxx has gathered the information from sources it considers reliable, but that Bank X.X. Xxxxxx shall have no responsibility for inaccuracies or incomplete information. B. Add a new Section 2.20 to the Agreement as follows:

Compliance with Securities and Exchange. Commission rule (“SEC”) Rule 17f-5 ("rule “Rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) (hereinafter "‘Board"’) hereby delegates to BankX.X. Xxxxxx, and Bank and, except as to the country or countries as to which X.X. Xxxxxx may, from time to time, advise Customer that it does not accept such delegation, X.X. Xxxxxx hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "’s ‘Foreign Custody Manager" ’ (as that term is defined in rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended (“1940 Act”)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), and as the same may be amended from time to time, or that have otherwise been exempted by pursuant to an SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and Cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank X.X. Xxxxxx shall: (i) provide written reports notifying Customer's Board, or its designated agent, ’s Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Eligible Foreign Custodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Eligible Foreign Custodians); (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign Assets assets of management investment companies registered under the 1940 Act would exercise;; Mutual Fund Rider to Global Custody Agreement June 2013 Version (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the an Eligible Foreign Custodian requires that the Eligible Foreign Custodian will shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) market; and will include, at a minimum, that such contract contains the contractual provisions set forth in rule 17f-5(c)(2)(i) or (iirequited under Rule 17 f-5(c)(2)(i); and; (v) have established a system to monitor the continued appropriateness of maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank X.X. Xxxxxx shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank X.X. Xxxxxx shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, X.X. Xxxxxx is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by BankX.X. Xxxxxx. (c) Bank Except as expressly provided herein, Customer shall be solely responsible to assure that the maintenance of foreign Financial Assets and cash hereunder complies with the rules, regulations, interpretations and exemptive orders as promulgated by or under the authority of the SEC. (d) X.X. Xxxxxx represents to Customer that it is a U.S. Bank as defined in rule Rule 17f-5(a)(7). Customer represents to Bank X.X. Xxxxxx that: (1) the foreign Financial Assets and cash being placed and maintained in Bank's X.X. Xxxxxx’x custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) its Board Board: (or other governing bodyi) has determined that it is reasonable to rely on Bank X.X. Xxxxxx to perform as Customer's ’s Foreign Custody Manager; and Manager (3) its Board (or other governing bodyii) or its investment adviser shall have determined that Customer may maintain Foreign foreign Financial Assets and cash in each country in which Customer's Foreign ’s Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank X.X. Xxxxxx to make any selection or to engage in any monitoring on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (de) Bank X.X. Xxxxxx shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank X.X. Xxxxxx has gathered the information from sources it considers reliable, but that Bank X.X. Xxxxxx shall have no responsibility for inaccuracies or incomplete information.. Mutual Fund Rider to Global Custody Agreement June 2013 Version B. Add a new Section 2.20 to the Agreement as follows:

Compliance with Securities and Exchange. Commission rule ("SEC") Rule 17f-5 ("rule “Rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) (hereinafter "‘Board"’) hereby delegates to BankX.X. Xxxxxx, and Bank and, except as to the country or countries as to which X.X. Xxxxxx may, from time to time, advise Customer that it does not accept such delegation, X.X. Xxxxxx hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "’s ‘Foreign Custody Manager" ’ (as that term is defined in rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended ("1940 Act")), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) Subcustodians to hold Customer's Foreign foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and Cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians Subcustodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). . (b) In connection with the foregoing, Bank X.X. Xxxxxx shall: (i) provide written reports notifying Customer's Board, or its designated agent, ’s Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians Subcustodians and of any material change in the arrangements with such Eligible Foreign CustodiansSubcustodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Subcustodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Subcustodians); (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign foreign Financial Assets and cash would exercise; (iii) in selecting an Eligible Foreign Custodiana Subcustodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian Subcustodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian a Subcustodian requires that the Eligible Foreign Custodian will Subcustodian shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); andmarket. (v) have established a system to monitor the continued appropriateness of maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Subcustodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank X.X. Xxxxxx shall have determined that the existing Eligible Foreign Custodian Subcustodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian Subcustodian in that country would afford reasonable care, Bank X.X. Xxxxxx shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, X.X. Xxxxxx is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians Subcustodians pursuant to a written contract deemed appropriate by Bank. X.X. Xxxxxx. (c) Bank represents to Customer that X.X. Xxxxxx shall use reasonable efforts for markets for which it is acting as Foreign Custody Manager to use as its Subcustodians entities that are Eligible Foreign Subcustodians. In cases where due to (i) Applicable Law in a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank that: market or (1ii) the Assets being placed and maintained in Bank's custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") as the same may be amended from time to time; (2) its Board (market practice or other governing body) has determined that market conditions it is reasonable not practicable to rely on Bank to perform as Customer's Foreign Custody Manager; and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign Assets in each country in which Customer's Foreign Assets shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of subcustody services performed by an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection on behalf of Customer that would entail consideration of Country Risk andCustodian, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (d) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information.Global Custody Agreement - New York - General - January 2022

Compliance with Securities and Exchange. Commission rule 17f-5 ("“rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) (hereinafter "“Board"”) hereby delegates to Bank, and Bank hereby accepts the delegation to it of, the obligation to perform as Customer's "’s “Foreign Custody Manager" ” (as that term is defined in rule 17f-5(a)(3)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) to hold Customer's ’s Foreign Assets (as that term is defined in rule 17f-5(a)(2)), (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: (i) provide written reports notifying Customer's ’s Board, or its designated agent, of the placement of Foreign Assets with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly in summary form, with a more detailed report annually. (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian having responsibility for the safekeeping of Foreign Assets would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign Assets placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assets, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian requires that the Eligible Foreign Custodian will provide reasonable care for Foreign Assets based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); and (v) have established a system to monitor the continued appropriateness of maintaining Foreign Assets with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign Assets reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assets. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, is hereby authorized to place and maintain Foreign Assets on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Bank represents to Customer that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank that: (1) the Assets being placed and maintained in Bank's ’s custody are subject to the Investment Company Act of 1940, as amended (the "“1940 Act"”) as the same may be amended from time to time; (2) its Board (or other governing body) has determined that it is reasonable to rely on Bank to perform as Customer's ’s Foreign Custody Manager; and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign Assets in each country in which Customer's ’s Foreign Assets shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's ’s financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("“Country Risk"”); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care care). Nothing contained herein shall require Bank to make any selection on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (d) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information.

Compliance with Securities and Exchange. Commission rule 17f-5 ("rule 17f-5"). (a) Customer's board of directors (or equivalent body) (hereinafter "Board") hereby delegates to Bank, and Bank hereby accepts the delegation to it of, the obligation to perform as Customer's "Foreign Custody Manager" (as that term is defined in rule 17f-5(a)(3)}), including for the purposes of: (i) purpose of selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(117f-5(a)(l), as the same may be amended from time to time, time or that have otherwise been exempted by made exempt pursuant to an SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign foreign Assets (as that term is defined in rule 17f-5(a)(2)), (ii) and of evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: : (i) provide written reports notifying Customer's Board, or its designated agent, Board of the placement of Foreign Assets with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's foreign custody arrangements but until further notice from Customer requesting a different schedule, such reports shall be provided not less than man quarterly in summary form, with a more detailed report annually. . (ii) exercise such reasonable care, prudence and diligence in performing as Customer's Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign Assets would exercise; ; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign Assets placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assets, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); ; (iv) determine that the written contract with the Eligible Foreign Custodian requires that the Eligible Foreign Custodian will provide reasonable care for Foreign Assets based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) market; and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); and (v) have established a system to monitor the continued appropriateness of maintaining Foreign Assets with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign Assets reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise 13 <Page> Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assets. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, Bank is hereby authorized to place and maintain Foreign Assets on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Except as expressly provided herein and in Section 17 hereof, Customer shall be solely responsible to assure that the maintenance of Foreign Assets hereunder complies with the rules, regulations, interpretations and exemptive orders promulgated by or under the authority of the SEC. (d) Bank represents to Customer that it is a U.S. US Bank as defined in rule 17f-5(a)(7). Customer represents to Bank that: (1) the Assets being placed and maintained in Bank's custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") as the same may be amended from time to time; (2) its Board (or other governing body) has determined that it is reasonable to rely on Bank to perform as Customer's Foreign Custody Manager; and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign Assets in each country in which Customer's Foreign Assets shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (de) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information.

Compliance with Securities and Exchange. Commission rule (“SEC”) Rule 17f-5 ("rule “Rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) (hereinafter "‘Board"’) hereby delegates to BankX.X. Xxxxxx, and Bank and, except as to the country or countries as to which X.X. Xxxxxx may, from time to time, advise Customer that it does not accept such delegation, X.X. Xxxxxx hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "’s ‘Foreign Custody Manager" ’ (as that term is defined in rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended (“1940 Act”)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) Subcustodians to hold Customer's Foreign foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and Cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians Subcustodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank X.X. Xxxxxx shall: (i) provide written reports notifying Customer's Board, or its designated agent, ’s Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians Subcustodians and of any material change in the arrangements with such Eligible Foreign CustodiansSubcustodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Subcustodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Subcustodians); (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign foreign Financial Assets and cash would exercise; (iii) in selecting an Eligible Foreign Custodiana Subcustodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian Subcustodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian a Subcustodian requires that the Eligible Foreign Custodian will Subcustodian shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); andmarket. (v) have established a system to monitor the continued appropriateness of maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Subcustodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank X.X. Xxxxxx shall have determined that the existing Eligible Foreign Custodian Subcustodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian Subcustodian in that country would afford reasonable care, Bank X.X. Xxxxxx shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, X.X. Xxxxxx is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians Subcustodians pursuant to a written contract deemed appropriate by BankX.X. Xxxxxx. (c) Bank X.X. Xxxxxx shall use reasonable efforts for markets for which it is acting as Foreign Custody Manager to use as its Subcustodians entities that are Eligible Foreign Subcustodians. In cases where due to (i) Applicable Law in a market or (ii) market practice or market conditions it is not practicable to have the subcustody services performed by an Eligible Foreign Custodian, X.X. Xxxxxx shall promptly advise the Customer of the circumstances, including any mitigants that may support a conclusion that the arrangement may nevertheless comply with rule 17f-5. (d) Except as expressly provided herein, Customer shall be solely responsible to assure that the maintenance of foreign Financial Assets and cash hereunder complies with the rules, regulations, interpretations and exemptive orders as promulgated by or under the authority of the SEC. (e) X.X. Xxxxxx represents to Customer that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank X.X. Xxxxxx that: (1) the foreign Financial Assets and cash being placed and maintained in Bank's X.X. Xxxxxx’x custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) its Board Board: (or other governing bodyi) has determined that it is reasonable to rely on Bank X.X. Xxxxxx to perform as Customer's ’s Foreign Custody Manager; and Manager (3) its Board (or other governing bodyii) or its investment adviser shall have determined that Customer may maintain Foreign foreign Financial Assets and cash in each country in which Customer's Foreign ’s Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank X.X. Xxxxxx to make any selection or to engage in any monitoring on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (df) Bank X.X. Xxxxxx shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A 1 hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank X.X. Xxxxxx has gathered the information from sources it considers reliable, but that Bank X.X. Xxxxxx shall have no responsibility for inaccuracies or incomplete information.

Compliance with Securities and Exchange. Commission rule 17f-5 ------------------------------------------------------------- ("rule 17f-5").. -------------- (a) Customer's board of directors (or equivalent body) (hereinafter "Board") hereby delegates to Bank, and Bank hereby accepts the delegation to it of, the obligation to perform as Customer's "Foreign Custody Manager" (as that term is defined in rule 17f-5(a)(3)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(117f- 5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign Assets (as that term is defined in rule 17f-5(a)(2))Assets, and (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: (i) provide written reports notifying Customer's Board, or its designated agent, Board of the placement of Foreign Assets with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's foreign custody arrangements but until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly in summary form, with a more detailed report annually. (ii) exercise such reasonable care, prudence and diligence in performing as Customer's Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign Assets would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign Assets placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assets, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv17f - 5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian requires that the Eligible Foreign Custodian will provide reasonable care for Foreign Assets based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); and (v) have established a system to monitor the continued appropriateness of maintaining Foreign Assets with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given givers country would no longer afford Foreign Assets reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assets. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, Bank is hereby authorized to place and maintain Foreign Assets on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Except as expressly provided herein and in Section 17 hereof, Customer shall be solely responsible to assure that the maintenance of Foreign Assets hereunder complies with the rules, regulations, interpretations and exemptive orders promulgated by or under the authority of the SEC. (d) Bank represents to Customer that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank that: (1) the Assets being placed and maintained in Bank's custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") as the same may be amended from time to time; (2) its Board (or other governing body) has determined that it is reasonable to rely on Bank to perform as Customer's Foreign Custody Manager; , and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign Assets in each country in which Customer's Foreign Assets shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (de) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information. IV. Add the following language to the end of the first sentence of Section 4(d) of the Agreement: "or, in the case of cash deposits, except for liens or rights in favor of creditors of the Subcustodian arising under bankruptcy, insolvency or similar laws." V. Add a new Section 17 to the Agreement as follows:

Compliance with Securities and Exchange. Commission rule (“SEC”) Rule 17f-5 ("rule “Rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) (hereinafter "‘Board"’) hereby delegates to BankX.X. Xxxxxx, and Bank and, except as to the country or countries as to which X.X. Xxxxxx may, from time to time, advise Customer that it does not accept such delegation, X.X. Xxxxxx hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "’s ‘Foreign Custody Manager" ’ (as that term is defined in rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended (“1940 Act”)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) Subcustodians to hold Customer's Foreign foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and Cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians Subcustodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank X.X. Xxxxxx shall: (i) provide written reports notifying Customer's Board, or its designated agent, ’s Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians Subcustodians and of any material change in the arrangements with such Eligible Foreign CustodiansSubcustodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Subcustodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Subcustodians); (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign foreign Financial Assets and cash would exercise; (iii) in selecting an Eligible Foreign Custodiana Subcustodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian Subcustodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv17f-5(c)(1)(i)- (iv); (iv) determine that the written contract with the Eligible Foreign Custodian a Subcustodian requires that the Eligible Foreign Custodian will Subcustodian shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); andmarket. (v) have established a system to monitor the continued appropriateness of maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Subcustodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank X.X. Xxxxxx shall have determined that the existing Eligible Foreign Custodian Subcustodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian Subcustodian in that country would afford reasonable care, Bank X.X. Xxxxxx shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, X.X. Xxxxxx is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians Subcustodians pursuant to a written contract deemed appropriate by BankX.X. Xxxxxx. (c) Bank X.X. Xxxxxx shall use reasonable efforts for markets for which it is acting as Foreign Custody Manager to use as its Subcustodians entities that are Eligible Foreign Subcustodians. In cases where due to (i) Applicable Law in a market or (ii) market practice or market conditions it is not practicable to have the subcustody services performed by an Eligible Foreign Custodian, J.P. Global Custody Agreement – New York – January 2021 Xxxxxx shall promptly advise the Customer of the circumstances, including any mitigants that may support a conclusion that the arrangement may nevertheless comply with rule 17f-5. (d) Except as expressly provided herein, Customer shall be solely responsible to assure that the maintenance of foreign Financial Assets and cash hereunder complies with the rules, regulations, interpretations and exemptive orders as promulgated by or under the authority of the SEC. (e) X.X. Xxxxxx represents to Customer that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank X.X. Xxxxxx that: (1) the foreign Financial Assets and cash being placed and maintained in Bank's X.X. Xxxxxx’x custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) (i) its Board (or other governing body) has determined that it is reasonable to rely on Bank X.X. Xxxxxx to perform as Customer's ’s Foreign Custody Manager; , and (3ii) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign foreign Financial Assets and cash in each country in which Customer's Foreign ’s Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank X.X. Xxxxxx to make any selection or to engage in any monitoring on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (df) Bank X.X. Xxxxxx shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A 1 hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank X.X. Xxxxxx has gathered the information from sources it considers reliable, but that Bank X.X. Xxxxxx shall have no responsibility for inaccuracies or incomplete information.

Compliance with Securities and Exchange. Commission (“SEC”) rule 17f-5 ("“rule 17f-5"”). (a) Customer's Fund’s board of directors (or equivalent body) (hereinafter "‘Board"’) hereby delegates to Bank, and and, except as to the country or countries as to which Bank may, from time to time, advise Fund that it does not accept such delegation, Bank hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "Fund’s ‘Foreign Custody Manager" ’ (as that term is defined in rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended (“1940 Act”)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), and as the same may be amended from time to time, or that have otherwise been exempted by pursuant to an SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and Cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: (i) provide written reports notifying Customer's Board, or its designated agent, Fund’s Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's Fund’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's Fund’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, Fund such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Eligible Foreign Custodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Eligible Foreign Custodians); (ii) exercise such reasonable care, prudence and diligence in performing as Customer's Fund’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign foreign Financial Assets and cash would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the an Eligible Foreign Custodian requires that the Eligible Foreign Custodian will shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); andmarket. (v) have established a system to monitor the continued appropriateness of maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer Fund and shall then act in accordance with the Instructions of Customer Fund with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, Bank is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer Fund with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Except as expressly provided herein, Fund shall be solely responsible to assure that the maintenance of foreign Financial Assets and cash hereunder complies with the rules, regulations, interpretations and exemptive orders as promulgated by or under the authority of the SEC. (d) Bank represents to Customer Fund that it is a U.S. Bank as defined in rule Rule 17f-5(a)(7). Customer Fund represents to Bank that: (1) the foreign Financial Assets and cash being placed and maintained in Bank's ’s custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) its Board Board: (or other governing bodyi) has determined that it is reasonable to rely on Bank to perform as Customer's ’s Foreign Custody Manager; and Manager (3) its Board (or other governing bodyii) or its investment adviser shall have determined that Customer Fund may maintain Foreign foreign Financial Assets and cash in each country in which Customer's Foreign Fund’s Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection or to engage in any monitoring on behalf of Customer Fund that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (de) Bank shall provide to Customer Fund such information relating to Country Risk as is specified in Appendix 1-A 1 hereto. Customer Fund hereby acknowledges that: (i) such information is solely designed to inform Customer Fund of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information.

Compliance with Securities and Exchange. Commission rule ("SEC") Rule 17f-5 ("rule “Rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) (hereinafter "‘Board"’) hereby delegates to BankJ.X. Xxxxxx, and Bank and, except as to the country or countries as to which J.X. Xxxxxx may, from time to time, advise Customer that it does not accept such delegation, J.X. Xxxxxx hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "’s ‘Foreign Custody Manager" ’ (as that term is defined in rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended ("1940 Act")), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), and as the same may be amended from time to time, or that have otherwise been exempted by pursuant to an SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and Cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank J.X. Xxxxxx shall: (i) provide written reports notifying Customer's Board, or its designated agent, ’s Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Eligible Foreign Custodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Eligible Foreign Custodians); (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign foreign Financial Assets and cash would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the an Eligible Foreign Custodian requires that the Eligible Foreign Custodian will shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); andmarket. (v) have established a system to monitor the continued appropriateness of maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank J.X. Xxxxxx shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank J.X. Xxxxxx shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, J.X. Xxxxxx is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by BankJ.X. Xxxxxx. (c) Bank Except as expressly provided herein, Customer shall be solely responsible to assure that the maintenance of foreign Financial Assets and cash hereunder complies with the rules, regulations, interpretations and exemptive orders as promulgated by or under the authority of the SEC. (d) J.X. Xxxxxx represents to Customer that it is a U.S. Bank as defined in rule Rule 17f-5(a)(7). Customer represents to Bank J.X. Xxxxxx that: (1) the foreign Financial Assets and cash being placed and maintained in Bank's J.X. Xxxxxx'x custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) its Board Board: (or other governing bodyi) has determined that it is reasonable to rely on Bank J.X. Xxxxxx to perform as Customer's ’s Foreign Custody Manager; and Manager (3) its Board (or other governing bodyii) or its investment adviser shall have determined that Customer may maintain Foreign foreign Financial Assets and cash in each country in which Customer's Foreign ’s Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank J.X. Xxxxxx to make any selection or to engage in any monitoring on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (de) Bank J.X. Xxxxxx shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A 1 hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank J.X. Xxxxxx has gathered the information from sources it considers reliable, but that Bank J.X. Xxxxxx shall have no responsibility for inaccuracies or incomplete information. B. Add a new Section 2.19 to the Agreement as follows:

Compliance with Securities and Exchange. Commission (“SEC”) rule 17f-5 ("“rule 17f-5"”). (a) Customer's ’s board of directors (or equivalent body) (hereinafter "‘Board"’) hereby delegates to Bank, and and, except as to the country or countries as to which Bank may, from time to time, advise Customer that it does not accept such delegation, Bank hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "’s ‘Foreign Custody Manager" ’ (as that term is defined in rule 17f-5(a)(3) as promulgated under the Investment Company Act of 1940, as amended (“1940 Act”)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), and as the same may be amended from time to time, or that have otherwise been exempted by pursuant to an SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: (i) provide written reports notifying Customer's Board, or its designated agent, ’s Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's ’s Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's ’s foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Eligible Foreign Custodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Eligible Foreign Custodians); (ii) exercise such reasonable care, prudence and diligence in performing as Customer's ’s Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign foreign Financial Assets and cash would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assetsforeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the an Eligible Foreign Custodian requires that the Eligible Foreign Custodian will shall provide reasonable care for Foreign foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); andmarket. (v) have established a system to monitor the continued appropriateness of maintaining Foreign foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assetsforeign Financial Assets and cash. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, Bank is hereby authorized to place and maintain Foreign foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Except as expressly provided herein and in Section 17, Customer shall be solely responsible to assure that the maintenance of foreign Financial Assets and cash hereunder complies with the rules, regulations, interpretations and exemptive orders as promulgated by or under the authority of the SEC. (d) Bank represents to Customer that it is a U.S. Bank as defined in rule Rule 17f-5(a)(7). Customer represents to Bank that: (1) the foreign Financial Assets and cash being placed and maintained in Bank's ’s custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) its Board Board: (or other governing bodyi) has determined that it is reasonable to rely on Bank to perform as Customer's ’s Foreign Custody Manager; and Manager (3) its Board (or other governing bodyii) or its investment adviser shall have determined that Customer may maintain Foreign foreign Financial Assets and cash in each country in which Customer's Foreign ’s Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection or to engage in any monitoring on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (de) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A 1 hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information.

Compliance with Securities and Exchange. Commission rule 17f-5 ------------------------------------------------------------- ("rule 17f-5").. --------------- (a) Customer's board of directors (or equivalent body) (hereinafter "Board") hereby delegates to Bank, and Bank hereby accepts the delegation to it of, the obligation to perform as Customer's "Foreign Custody Manager" (as that term is defined in rule 17f-5(a)(3)), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(117f- 5(a)(1), as the same may be amended from time to time, or that have otherwise been exempted by SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign Assets (as that term is defined in rule 17f-5(a)(2))Assets, and (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: (i) provide written reports notifying Customer's Board, or its designated agent, Board of the placement of Foreign Assets with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's foreign custody arrangements but until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly in summary form, with a more detailed report annually. (ii) exercise such reasonable care, prudence and diligence in performing as Customer's Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign Assets would exercise; (iii) in selecting an Eligible Foreign Custodian, first have determined that Foreign Assets placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such Assets, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (iv) determine that the written contract with the Eligible Foreign Custodian requires that the Eligible Foreign Custodian will provide reasonable care for Foreign Assets based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2) and will include, at a minimum, the contractual provisions set forth in rule 17f-5(c)(2)(i) or (ii); and (v) have established a system to monitor the continued appropriateness of maintaining Foreign Assets with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign Assets reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign Assets. Subject to (b)(i)-(v) above, Bank, in its capacity as Foreign Custody Manager, Bank is hereby authorized to place and maintain Foreign Assets on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Except as expressly provided herein and in Section 17 hereof, Customer shall be solely responsible to assure that the maintenance of Foreign Assets hereunder complies with the rules, regulations, interpretations and exemptive orders promulgated by or under the authority of the SEC. (d) Bank represents to Customer that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to Bank that: (1) the Assets being placed and maintained in Bank's custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") as the same may be amended from time to time; (2) its Board (or other governing body) has determined that it is reasonable to rely on Bank to perform as Customer's Foreign Custody Manager; and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign Assets in each country in which Customer's Foreign Assets shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (de) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information as long as Bank has used reputable sources for such information. V. Add the following language after the word "administration" in the first sentence of Section 4(d) of the Agreement: "or, in the case of cash deposits, except for liens or rights in favor of creditors of the Subcustodian arising under bankruptcy, insolvency or similar laws". VI. Add a new Section 16 to the Agreement as follows:

Compliance with Securities and Exchange. Commission rule 17f-5 ("rule SEC") Rule 17f-5 ----------------------------------------------------------------------- ("Rule 17f-5").. ------------------- (a) Customer's board of directors (or equivalent body) (hereinafter "`Board"') hereby delegates to Bank, and, as to those countries listed in Schedule 2 hereto (and as the same may be amended on notice to Customer from time to time), Bank hereby accepts the delegation to it ofit, of the obligation to perform as Customer's "`Foreign Custody Manager" ' (as that term is defined in rule 17f-5(a)(3)) as promulgated under the Investment Company Act of 1940, as amended ("1940 Act"), including for the purposes of: (i) selecting Eligible Foreign Custodians (as that term is defined in rule 17f-5(a)(1), and as the same may be amended from time to time, or that have otherwise been exempted by pursuant to an SEC exemptive order, rule other appropriate SEC action) to hold Customer's Foreign Financial Assets (as that term is defined in rule 17f-5(a)(2))and Cash, (ii) evaluating the contractual arrangements with such Eligible Foreign Custodians (as set forth in rule 17f-5(c)(2)), and (iii) monitoring such foreign custody arrangements (as set forth in rule 17f-5(c)(3)). (b) In connection with the foregoing, Bank shall: (i) Promptly advise Customer of the placement of Customer's Financial Assets and Cash with an Eligible Foreign Custodian in connection with execution of this Agreement; (ii) provide written reports notifying Customer's Board, or its designated agent, Board of the placement of Foreign Financial Assets and Cash with particular Eligible Foreign Custodians and of any material change in the arrangements with such Eligible Foreign Custodians, with such reports to be provided to Customer's Board at such times as the Board deems reasonable and appropriate based on the circumstances of Customer's foreign custody arrangements but (and until further notice from Customer requesting a different schedule, such reports shall be provided not less than quarterly with respect to the placement of Financial Assets and Cash with particular Eligible Foreign Custodians and with reasonable promptness upon the occurrence of any material change in summary form, the arrangements with a more detailed report annually.such Eligible Foreign Custodians); (iiiii) exercise such reasonable care, prudence and diligence in performing as Customer's Foreign Custody Manager as a professional custodian person having responsibility for the safekeeping of Foreign Financial Assets and cash would exercise; (iiiiv) in selecting an Eligible Foreign Custodian, first have determined that Foreign Financial Assets and cash placed and maintained in the safekeeping of such Eligible Foreign Custodian shall be subject to reasonable care, based on the standards applicable to custodians in the relevant market, after having considered all factors relevant to the safekeeping of such AssetsForeign Financial Assets and cash, including, without limitation, those factors set forth in rule 17f-5(c)(1)(i)-(iv); (ivv) determine that the written contract with the an Eligible Foreign Custodian requires that the Eligible Foreign Custodian will shall provide reasonable care for Foreign Financial Assets and Cash based on the standards applicable to custodians in the relevant market as provided in rule 17f-5(c)(2market; (vi) and will include, at a minimum, determine that the contractual written contract with an Eligible Foreign Custodian contains the provisions set forth in rule 17f-5(c)(2)(iRule 17f-5(c)(2)(i)(A)-(F) or, in lieu of any of all of the provisions set forth in Rule 17f-5(c)(2)(i)(A)-(F), other provisions that Bank determines will provide, in their entirety, the same or (iilevel of care and protection for the Foreign Financial Assets as the provisions in Rule 17f-5(c)(2)(i)(A)-(F), in their entirety; andand . (vvii) have established a system to monitor the initial and continued appropriateness of maintaining Foreign Financial Assets and cash with particular Eligible Foreign Custodians, in accordance with rule 17f-5(c)(2)(i), Custodians and performance of the governing contractual arrangements, in accordance with rule 17f-5(c)(2); it being understood, however, that in the event that Bank shall have determined that the existing Eligible Foreign Custodian in a given country would no longer afford Foreign Financial Assets and cash reasonable care and that no other Eligible Foreign Custodian in that country would afford reasonable care, Bank shall promptly so advise Customer and shall then act in accordance with the Instructions of Customer with respect to the disposition of the affected Foreign AssetsFinancial Assets and cash. Subject to (b)(i)-(vb)(i)-(vii) above, Bank, in its capacity as Foreign Custody Manager, Bank is hereby authorized to place and maintain Foreign Financial Assets and cash on behalf of Customer with Eligible Foreign Custodians pursuant to a written contract deemed appropriate by Bank. (c) Bank represents to Customer that it is a U.S. Bank as defined in rule Rule 17f-5(a)(7). Customer represents to Bank that: (1) the Foreign Financial Assets and cash being placed and maintained in Bank's custody are subject to the Investment Company Act of 1940, as amended (the "1940 Act") , as the same may be amended from time to time; (2) its Board (or other governing body) has determined that it is reasonable to rely on Bank to perform as Customer's Foreign Custody Manager; and (3) its Board (or other governing body) or its investment adviser shall have determined that Customer may maintain Foreign Assets in each country in which Customer's Foreign Financial Assets and cash shall be held hereunder and determined to accept the risks arising therefrom (including, but not limited to, a country's financial infrastructure, prevailing custody and settlement practices, laws applicable to the safekeeping and recovery of Foreign Assets held in custody, and the likelihood of nationalization, currency controls and the like) (collectively ("Country Risk"); provided that, Country Risk shall not include the failure of an Eligible Foreign Custodian to exercise reasonable care ). Nothing contained herein shall require Bank to make any selection or to engage in any monitoring on behalf of Customer that would entail consideration of Country Risk and, except as may be provided in (e) below, to engage in any monitoring of Country Risk. (d) Bank shall provide to Customer such information relating to Country Risk as is specified in Appendix 1-A hereto. Customer hereby acknowledges that: (i) such information is solely designed to inform Customer of market conditions and procedures and is not intended as a recommendation to invest or not invest in particular markets; and (ii) Bank has gathered the information from sources it considers reliable, but that Bank shall have no responsibility for inaccuracies or incomplete information.